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Vaxart’s Two Newest Independent Directors James Breitmeyer, M.D., Ph.D., and Kevin Finney Send Letter to Shareholders Ahead of 2026 Annual Meeting

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Vaxart (OTCQX: VXRT) released a shareholder letter from new independent directors James Breitmeyer and Kevin Finney ahead of the July 16, 2026 Annual Meeting.

The directors urge stockholders to vote “FOR” all six Vaxart nominees on the WHITE proxy card, emphasizing board continuity, oversight of Phase 2b COVID-19 work, the Dynavax funding partnership, and responses to BARDA stop-work orders amid a dissident group’s attempt to replace half the board.

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Positive

  • Board backed actions securing funding for the ongoing Phase 2b COVID-19 study
  • Dynavax partnership cited as strengthening Vaxart’s financial position and runway
  • Operations reportedly streamlined to extend the company’s operating runway
  • Two new independent directors emphasize active, frequent and substantive board oversight

Negative

  • BARDA stop-work orders across many vaccine programs in early 2025 impacted operations
  • A dissident shareholder group is seeking to replace half of Vaxart’s board
  • Company continues to operate in what is described as a difficult macro and industry environment

News Market Reaction – VXRT

-2.17%
-2.17% Session close to close

In the Jun 16 session, VXRT declined 2.17%, reflecting a moderate negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement continues Vaxart’s campaign ahead of its July 16, 2026 annual meeting, with two ne...
Analysis

This announcement continues Vaxart’s campaign ahead of its July 16, 2026 annual meeting, with two newer independent directors endorsing all 6 board nominees on the WHITE proxy card. It reinforces themes from recent filings about board stability during a pivotal Phase 2b COVID-19 program and extended runway into Q2 2027. Investors may monitor upcoming clinical milestones, execution under existing financing agreements, and any further use of the $300,000,000 shelf registration.

Key Figures

Board nominees: 6 directors Annual meeting date: July 16, 2026 Board tenure: last 18 months +5 more
8 metrics
Board nominees 6 directors Company urging votes FOR all six director nominees on WHITE proxy
Annual meeting date July 16, 2026 Scheduled date for 2026 Annual Meeting of Stockholders
Board tenure last 18 months Breitmeyer and Finney each joined Board within last 18 months
Industry experience more than 70 years Combined biotechnology experience of the two newest independent directors
Current price $0.575 Pre-news price level with 24h change of 2.68%
52-week range $0.2606 - $0.8449 Current price 31.94% below 52-week high, 120.64% above low
Market cap $103,156,775 Equity value prior to this governance-focused news
Shelf capacity $300,000,000 Aggregate amount under effective S-3 shelf filed April 15, 2026

Historical Context

5 past events · Latest: Jun 09 (Neutral)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Jun 09 Conference participation Neutral -1.5% Announcement of participation in BTIG Infectious Disease Day 2026 and investor meetings.
Jun 08 Proxy solicitation letter Neutral -5.4% Board urges votes for all six director nominees, highlighting programs and extended runway.
Jun 01 Definitive proxy filed Neutral -2.3% Definitive proxy statement filed and letter backing board slate ahead of annual meeting.
May 19 Preliminary proxy & letter Neutral -1.6% Preliminary proxy and open letter supporting current Board and outlining pipeline progress.
May 07 Q1 2026 earnings Positive -5.4% Business update with Q1 profit, strong BARDA funding and cash runway into Q2 2027.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent VXRT news, including proxy and governance communications and a profitable Q1 2026 earnings update, has mostly been followed by negative price reactions, even when fundamentals appeared supportive.

Recent Company History

Over the last six weeks, Vaxart has repeatedly engaged shareholders around its July 16, 2026 annual meeting through preliminary and definitive proxy filings and multiple letters urging votes for its six nominees. In parallel, the company reported Q1 2026 results with $39.2M revenue, $5.2M net income, and cash of $61.0M, highlighting BARDA-supported Phase 2b COVID-19 work and a runway into Q2 2027. Despite these updates, shares generally traded lower after each event, suggesting a cautious market stance toward the story.

Key Terms

proxy card, proxy solicitor, phase 2b
3 terms
proxy card financial
"vote “FOR” ALL six of the company’s highly qualified director nominees on the WHITE proxy card"
A proxy card is a document that allows shareholders to give someone else the authority to vote on their behalf at a company’s meeting. Think of it as a permission slip that ensures a shareholder’s interests are represented even if they cannot attend in person. For investors, proxy cards are important because they influence company decisions and governance, giving them a way to participate indirectly.
proxy solicitor financial
"If you have questions or require assistance with voting your shares, please call Vaxart’s proxy solicitor"
A proxy solicitor is a professional firm or individual hired by a company or a shareholder to contact other shareholders and gather their votes or signed proxy cards for an upcoming shareholder meeting. Think of them as paid canvassers who explain proposals and collect votes; their work can determine outcomes like board elections, mergers, or policy changes and signals how contested or important a vote is to investors.
phase 2b medical
"funding for the ongoing Phase 2b COVID-19 study, strengthening Vaxart’s financial position"
Phase 2b is a stage in the development of a new medicine or treatment where researchers test its effectiveness and safety in a larger group of people. This step helps determine whether the treatment works well enough to move forward and if it has manageable side effects, which is important for investors because successful results can lead to potential approval and market opportunity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Urges Stockholders to Vote “FOR” ALL Six of Vaxart’s Director Nominees on the WHITE Proxy Card TODAY

Visit Vote.Vaxart.com for Additional Information and Voting Resources

SOUTH SAN FRANCISCO, Calif., June 16, 2026 (GLOBE NEWSWIRE) --  Vaxart, Inc. (OTCQX: VXRT) (“Vaxart” or the “Company”), a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform, today mailed a letter to shareholders from the Board’s two newest independent directors, James Breitmeyer, M.D., Ph.D., and Kevin Finney, urging them to vote “FOR” ALL six of the company’s highly qualified director nominees on the WHITE proxy card in connection with its upcoming Annual Meeting of Stockholders scheduled to be held on July 16, 2026.

The full text of the letter is as follows:

Dear Fellow Shareholders,

We are Vaxart’s two newest independent directors, having each joined the Board in the last 18 months. We’d like to take this opportunity to explain why we both believe your vote on the WHITE proxy card “FOR” ALL of Vaxart’s directors before the July 16th Annual Meeting is essential.

Between us, we have spent more than 70 years in biotechnology, with expertise spanning clinical development, regulatory strategy, financing, business development and executive leadership. We joined the Board with the explicit purpose of providing fresh perspectives and open minds. We did not come to this Boardroom with preconceived notions or established relationships with Vaxart’s other directors.

We view our roles as the newest members to critically evaluate and review the Company’s current strategy. We are leveraging our respective experiences and very high expectations to hold management accountable for the Company’s performance and execution of its strategy.

Our time on the Board has reinforced that this is a team committed to creating shareholder value. Vaxart is on the brink of unlocking the value of years of scientific innovation. But there is much more work that needs to be done. This is not the time to disrupt a Board that has the experience, independence and judgment to oversee the path forward.

We recommend that shareholders vote on the WHITE proxy card “FOR” ALL 6 of Vaxart’s directors.

Our Board is Driving Vaxart Forward and Holding Management Accountable

Since we joined Vaxart, it has been clear to us that this Board is active, informed and willing to change when needed. Each of the Board’s members brings important and relevant skills to the table and plays an active role in steering the Company to success. Our Board discussions are frequent and substantive. Management is pushed. Alternatives are considered. Decisions are evaluated through the lens of clinical progress, capital discipline, strategic opportunity and long-term shareholder value.

The directors at the center of this election – Steven Lo, Dr. Elaine J. Heron and Dr. David Wheadon – all bring experience that is directly relevant to Vaxart’s needs today: proven life sciences and drug development track records, public company and operational leadership, and decades of clinical research and regulatory experience. Those perspectives are not theoretical.

Removing these directors and replacing them with unqualified nominees would immediately undermine the Company’s ability to bring informed, experienced judgment to the decisions that matter most for Vaxart’s future and to advance critical government and commercial relationships that are essential to success.

Vaxart Leadership is Successfully Navigating a Difficult Macro and Industry Environment

Like many other companies in our industry, Vaxart has faced macro challenges beyond any individual company’s control, including the stop-work orders BARDA issued across many vaccine programs in early 2025. This Board responded decisively, working with management to secure funding for the ongoing Phase 2b COVID-19 study, strengthening Vaxart’s financial position through the Dynavax partnership, streamlining operations and extending the Company’s runway.

These were consequential actions taken to preserve Vaxart’s opportunity to operate. In our view, they demonstrate the kind of oversight and action Vaxart needs: engaged, pragmatic and made possible because of the specific experience and expertise our Board and management team bring to the table. Our CEO, Steven Lo, has been instrumental in all of these efforts. We fully endorse his leadership, and we believe that the actions he has taken have been essential to keeping the Company in business and on a path to realizing the value of our pipeline.

We have seen that same discipline and sense of purpose inside the Company. Recently, Jim spent time with members of Vaxart’s research and development organization. The conversations were candid, data-driven and grounded in a realistic understanding of Vaxart’s opportunities and challenges. The excitement is palpable and we are full steam ahead.

Vote the WHITE Proxy Card Today

Vaxart needs directors who understand the Company at every level and who can apply that knowledge to our future. The current Board brings that exact combination of relevant expertise, Company-specific context and accountability to shareholders. With important clinical and operational milestones ahead, continuity of experienced oversight matters. Focus matters. Avoiding unnecessary disruption matters.

A group of dissident shareholders is seeking to add themselves to the Board and replace half of Vaxart’s directors. These dissident nominees have claimed that Vaxart needs directors who bring stronger oversight and greater accountability. That is not our experience. And the dissident nominees are certainly not the people who will advance our programs, strengthen our partnerships or ensure Vaxart has the financial resources to achieve its goals in this environment.

We joined this Board because we believe in Vaxart’s mission and its potential. We are committed to taking the actions necessary and to holding management’s feet to the fire, so we can bring Vaxart’s important vaccines to market and create value for shareholders.

Join us in voting “FOR” ALL 6 of the Company’s highly qualified director nominees on the WHITE proxy card TODAY. Thank you for your continued support.

Sincerely,

James B. Breitmeyer, M.D., Ph.D., and Kevin P. Finney

Vote “FOR” ALL 6 of Vaxart’s highly qualified director nominees on the WHITE proxy card TODAY!

If you have questions or require assistance with voting your shares, please call Vaxart’s proxy solicitor:

Campaign Management, LLC
Toll-Free: +1 (855) 264-1527

Additional shareholder resources and voting information can be found at Vote.Vaxart.com.

About Vaxart

Vaxart is a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform. Vaxart vaccines are designed to be administered using pills that can be stored and shipped without refrigeration and eliminate the risk of needle-stick injury. Vaxart believes that its proprietary pill vaccine delivery platform is suitable to deliver recombinant vaccines, positioning the Company to develop oral versions of currently marketed vaccines and to design recombinant vaccines for new indications. Vaxart’s development programs currently include pill vaccines designed to protect against coronavirus, norovirus, and influenza, as well as a therapeutic vaccine for human papillomavirus (HPV), Vaxart’s first immune-oncology indication. Vaxart has filed broad domestic and international patent applications covering its proprietary technology and creations for oral vaccination using adenovirus and TLR3 agonists.

Cautionary Language Concerning Forward-Looking Statements

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are subject to the “safe harbor” provisions created by those sections, that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this communication regarding Vaxart’s strategy, prospects, plans and objectives, results from preclinical and clinical trials, commercialization agreements and licenses, and beliefs and expectations of management are forward-looking statements. These forward-looking statements may be accompanied by such words as “should,” “believe,” “could,” “potential,” “will,” “expected,” “anticipate,” “plan,” “target,” “seek,” “intend,” “may,” “predict,” “project,” “would,” and other words and terms of similar meaning. Examples of such statements include, but are not limited to, statements relating to Vaxart’s ability to develop and commercialize its product candidates, including its vaccine booster products; Vaxart’s expectations regarding clinical results and trial data, and the timing of receiving and reporting such clinical results and trial data; Vaxart’s expected timing for future clinical trials; and Vaxart’s expectations with respect to the effectiveness of its product candidates; expectations regarding collaborations, including the collaboration with Dynavax; expectations regarding the pursuit of strategic partnerships and external funding opportunities for Vaxart’s programs; expectations regarding government funding; and expectations regarding Vaxart’s capital resources and funded runway. Vaxart may not actually achieve the plans, carry out the intentions, or meet the expectations or projections disclosed in the forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations, and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Vaxart makes, including uncertainties inherent in research and development, including the ability to meet anticipated clinical endpoints, commencement and/or completion dates for clinical trials, regulatory submission dates, regulatory approval dates, and/or launch dates, as well as the possibility of unfavorable new clinical data and further analyses of existing clinical data; the risk that clinical trial data are subject to differing interpretations and assessments by regulatory authorities; whether regulatory authorities will be satisfied with the design of and results from the clinical studies; decisions by regulatory authorities impacting labeling, manufacturing processes, and safety that could affect the availability or commercial potential of any product candidate, including the possibility that Vaxart’s product candidates may not be approved by the FDA or non-U.S. regulatory authorities; that, even if approved by the FDA or non-U.S. regulatory authorities, Vaxart’s product candidates may not achieve broad market acceptance; that a Vaxart collaborator may not attain development and commercial milestones; that Vaxart or its partners may experience manufacturing issues and delays due to events within, or outside of, Vaxart’s or its partners’ control; difficulties in production, particularly in scaling up initial production, including difficulties with production costs and yields, quality control, including stability of the product candidate and quality assurance testing, shortages of qualified personnel or key raw materials, and compliance with strictly enforced federal, state, and foreign regulations; that Vaxart may not be able to obtain, maintain, and enforce necessary patent and other intellectual property protection; that Vaxart’s capital resources may be inadequate; Vaxart’s ability to resolve pending legal matters; Vaxart’s ability to obtain sufficient capital to fund its operations on terms acceptable to Vaxart, if at all; the impact of government healthcare proposals and policies; competitive factors; and other risks and uncertainties described in the “Risk Factors” sections of Vaxart’s most recent Annual Report on Form 10-K, including amendments thereto, and Quarterly Reports on Form 10-Q filed with the U.S. Securities and Exchange Commission. Vaxart undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.

Important Additional Information and Where to Find It 
 
Vaxart has filed a definitive proxy statement and form of white proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for the 2026 Annual Meeting of Stockholders (the “Annual Meeting”). Stockholders are able to obtain the Company’s proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the SEC at no charge at the SEC’s website at www.sec.gov. Copies are also available at no charge at the Company’s website at https://investors.vaxart.com/financials-filings/sec-filings.

Investor Contact

Michael Fein
Campaign Management
(855) 264-1527

Media Contact

Aaron Palash / Adam Pollack
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449


FAQ

What does Vaxart (VXRT) want shareholders to do for the 2026 Annual Meeting?

Vaxart is asking shareholders to vote “FOR” all six company nominees using the WHITE proxy card. According to Vaxart, this supports board continuity and oversight as key clinical and operational milestones approach.

When is the 2026 Vaxart (VXRT) Annual Meeting of Stockholders scheduled?

The 2026 Vaxart Annual Meeting is scheduled for July 16, 2026. According to Vaxart, shareholders should submit votes on the WHITE proxy card before the meeting to support all six board nominees.

Why are Vaxart’s newest independent directors supporting all six VXRT board nominees?

The two newest independent directors say the current board is active, informed and holds management accountable. According to Vaxart, they believe this board has the experience needed to oversee strategy, capital discipline and clinical progress, including key vaccine programs.

What concerns does Vaxart (VXRT) raise about the dissident shareholder nominees?

Vaxart states a dissident group is seeking to add themselves to the board and replace half the directors. According to Vaxart, these nominees are not viewed as suited to advance programs, partnerships or secure needed financial resources.

How has Vaxart responded to BARDA stop-work orders in early 2025?

Vaxart indicates it faced BARDA stop-work orders across many vaccine programs in early 2025. According to Vaxart, the board worked with management to secure Phase 2b COVID-19 study funding, strengthen finances via Dynavax, streamline operations and extend the runway.

What role does the Dynavax partnership play in Vaxart’s (VXRT) strategy?

The Dynavax partnership is described as strengthening Vaxart’s financial position and runway. According to Vaxart, this, along with cost controls, helps preserve the opportunity to advance its oral recombinant vaccine pipeline, including ongoing clinical studies.

Where can Vaxart (VXRT) shareholders get help voting their WHITE proxy card?

Shareholders can contact Vaxart’s proxy solicitor Campaign Management at the provided toll-free number. According to Vaxart, additional voting resources and information are also available online at Vote.Vaxart.com for investors needing assistance.