Decoy Therapeutics Inc.

07/15/2026 | Press release | Distributed by Public on 07/15/2026 15:14

Proxy Results (Form 8-K)

Item 5.07

Submission of Matters to a Vote of Security Holders.

On July 14, 2026, Decoy Therapeutics Inc. (the "Company") convened its 2026 Annual Meeting of Stockholders (the "Annual Meeting"). As of May 22, 2026, the record date for the Annual Meeting, there were 531,968 shares of common stock issued and outstanding and entitled to vote on the proposals presented at the Annual Meeting, of which 225,548, or 42.4%, were present in person or represented by proxy, which constituted a quorum.

At the Annual Meeting, the stockholders voted and: (1) re-elected or elected each of the Company's three nominees for Class II director; (2) approved, by non-binding advisory vote, the compensation of the Company's named executive officers as disclosed in the proxy statement for the Annual Meeting; and (3) ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

Set forth below are the final voting results for each of the proposals submitted to a vote of the Company's stockholders at the Annual Meeting.

Proposal 1. To elect three Class II directors to serve until the 2029 annual meeting or until their successors are duly elected and qualified:

Nominees

Votes For

Votes Against

Abstentions

Broker Non-Votes

Patricia Gauthier

23,204

4,110

12

198,222

Jonathan Lieber

22,964

4,349

12

198,223

Frederick E. Pierce

22,690

4,624

12

198,222

Proposal 2. To approve, on a non-binding advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement for the Annual Meeting:

Votes For

Votes Against

Abstentions

Broker Non-Votes

21,278

5,041

1,007

198,222

Proposal 3. To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026:

Votes For

Votes Against

Abstentions

214,341

9,584

1,623

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