EyePoint Inc.

06/22/2026 | Press release | Distributed by Public on 06/22/2026 05:05

Management Change/Compensation, Proxy Results (Form 8-K)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

EyePoint, Inc. (the "Company") held its 2026 Annual Meeting of Stockholders on June 18, 2026 via live webcast (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders, upon the recommendation of the Company's Board of Directors (the "Board"), approved an amendment (the "Plan Amendment") to the EyePoint, Inc. 2023 Long-Term Incentive Plan (as amended, the "2023 Plan") to increase the number of shares of common stock of the Company ("Common Stock") authorized for issuance thereunder by 4,900,000 shares.

A summary of the Plan Amendment is set forth in the Company's 2026 Annual Meeting Proxy Statement filed with the Securities and Exchange Commission on April 27, 2026 (the "Proxy Statement"). That summary and the above description of the Plan Amendment do not purport to be complete and are qualified in their entirety by reference to the 2023 Plan, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On April 21, 2026, the record date for the Annual Meeting, there were 83,795,203 shares of Common Stock issued and outstanding and entitled to vote on the proposals presented at the Annual Meeting, of which 71,010,327 or 84.74%, were present in person via virtual communication or voted by proxy, which constituted a quorum. Each stockholder is entitled to one vote for each share held and cumulative voting for directors is not permitted. The final results of the voting for each matter submitted to a vote of stockholders at the meeting are as follows:

Proposal No. 1. Election of Directors

The Company's stockholders elected the following directors to the Board, each to serve until the Company's 2027 Annual Meeting of Stockholders and until such person's successor is duly elected and qualified. The voting on this proposal is set forth below:

Vote Type

Vote Results

Göran Ando, M.D.

For

59,796,165

Withheld

3,216,592

Broker Non-Votes

7,997,570

Jay S. Duker, M.D.

For

62,424,283

Withheld

588,474

Broker Non-Votes

7,997,570

John B. Landis, Ph.D.

For

62,146,666

Withheld

866,091

Broker Non-Votes

7,997,570

Wendy DiCicco

For

61,675,612

Withheld

1,337,145

Broker Non-Votes

7,997,570

Karen Zaderej

For

62,154,600

Withheld

858,157

Broker Non-Votes

7,997,570

Stuart Duty

For

62,317,098

Withheld

695,659

Broker Non-Votes

7,997,570

Fred Hassan

For

61,862,078

Withheld

1,150,679

Broker Non-Votes

7,997,570

Reginald J. Sanders, M.D.

For

62,327,522

Withheld

685,235

Broker Non-Votes

7,997,570

Proposal No. 2. Amendment to 2023 Long-Term Incentive Plan

The Company's stockholders approved the 2023 Plan Amendment to increase the number of shares of Common Stock authorized for issuance thereunder by 4,900,000 shares. The voting on this proposal is set forth below:

Vote type

Vote Results

For

49,662,176

Against

13,010,393

Abstain

340,188

Non Votes

7,997,570

Proposal No. 3. Non-Binding Advisory Vote on Named Executive Officer Compensation

The Company's stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers as disclosed in the Proxy Statement. The voting on this proposal is set forth below:

Vote type

Vote Results

For

60,563,563

Against

2,033,575

Abstain

415,619

Non Votes

7,997,570

Proposal No. 4. Ratification of Appointment of Independent Registered Public Accounting Firm

The Company's stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. The voting on this proposal is set forth below:

Vote type

Vote Results

For

70,608,563

Against

86,031

Abstain

315,733

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

10.1

EyePoint, Inc. Amendment No 3. to 2023 Long-Term Incentive Plan.

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