ImmuCell Corporation

06/17/2026 | Press release | Distributed by Public on 06/17/2026 12:19

Proxy Results (Form 8-K)

ITEM 5.07. Submission of Matters to a Vote of Security Holders
The 2026 Annual Meeting of Stockholders of the Company (the "2026 Annual Meeting") was held by remote communication in the form of both a dial-in conference call and an audio webcast rather than an in-person event on Thursday, June 11, 2026, at 9:30 a.m. Eastern Time, for the following purposes:
1.
To elect to one-year terms as Directors of the Company the seven nominees listed in the 2026 Proxy Statement.
2.
To approve a non-binding advisory resolution on the Company's executive compensation program.
3.
To approve the Company's 2025 Stock Option and Incentive Plan.
4.
To approve an amendment to the Company's Certificate of Incorporation to reflect certain Delaware law provisions regarding the exculpation of officers.
5.
To ratify the Audit Committee's selection of Wipfli LLP as the Independent Registered Public Accounting Firm of the Company for the year ending December 31, 2026.
At the 2026 Annual Meeting, there were present in person or by proxy 7,397,695 shares of the Company's common stock, representing more than 81% of the total outstanding eligible votes. The final voting results for each proposal are as follows:
1.
To elect to one-year terms as Directors of the Company the nominees listed in the Company's Proxy Statement dated April 24, 2026:
For
Withheld
Broker Non-Votes
Gloria J. Basse
5,177,979
9,815
2,209,901
P. Olivier te Boekhorst
5,180,197
7,597
2,209,901
Anthony A. Dimarco
5,179,503
8,291
2,209,901
Gilles Guillemette
5,166,860
20,934
2,209,901
David S. Tomsche
5,173,863
13,931
2,209,901
Kathy V. Turner
5,166,863
20,931
2,209,901
Paul R. Wainman
5,177,135
10,659
2,209,901
On the basis of this vote, each of the seven nominees was elected to a one-year term as a Director of the Company.
2.
To approve a non-binding advisory resolution on the Company's executive compensation program:
For
Against
Abstain
Broker Non-votes
4,793,553
29,155
365,086
2,209,901
92.4% of the shares voting at this meeting in person or by proxy voted in favor. On the basis of this vote, the non-binding advisory resolution on the Company's executive compensation program was approved.
3.
To approve the Company's 2025 Stock Option and Incentive Plan:
For
Against
Abstain
Broker Non-votes
4,689,407
18,453
479,934
2,209,901
90.39% of the shares voting at this meeting in person or by proxy voted in favor. On the basis of this vote, the matter was approved.
4.
To approve an amendment to the Company's Certificate of Incorporation to reflect certain Delaware law provisions regarding the exculpation of officers:
For
Against
Abstain
Broker Non-votes
4,851,019
325,531
11,244
2,209,901
53.62% of total shares outstanding voted in favor. On the basis of this vote, the amendment to the Company's Certificate of Incorporation to reflect certain Delaware law provisions regarding the exculpation of officers was approved.
5.
To ratify the Audit Committee's selection of Wipfli LLP as the Independent Registered Public Accounting Firm of the Company for the year ending December 31, 2026:
For
Against
Abstain
Broker Non-votes
7,344,196
14,645
38,854
0
99.28% of the shares voting at this meeting in person or by proxy voted in favor. On the basis of this vote, the Audit Committee's selection of Wipfli LLP as the Independent Registered Public Accounting Firm of the Company for the year ending December 31, 2026 was ratified.
ImmuCell Corporation published this content on June 17, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 17, 2026 at 18:19 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]