Armata (NYSE: ARMP) investors approve board, pay plan and 2026 auditor

Rhea-AI Filing Summary

Armata Pharmaceuticals reported results from its annual shareholder meeting. Shareholders elected seven directors, each receiving about 28.3–28.5 million votes in favor, with relatively small withhold and broker non-vote totals.

Investors also approved, on a non-binding advisory basis, the compensation of the named executive officers with 28,547,283 shares voting for and modest opposition. Shareholders supported holding future advisory votes on executive pay every year, with 28,567,809 votes backing a one-year frequency. In addition, they ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, by 29,842,514 votes in favor.

8-K Event Classification

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

1 item

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

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Votes for Deborah L. Birx, M.D.: 28,349,266 shares Votes for Daniel B. Gilmer, Ph.D.: 28,543,542 shares Say-on-pay approval votes: 28,547,283 shares +3 more

6 metrics

Votes for Deborah L. Birx, M.D. 28,349,266 shares Director election at 2026 annual meeting

Votes for Daniel B. Gilmer, Ph.D. 28,543,542 shares Director election at 2026 annual meeting

Say-on-pay approval votes 28,547,283 shares Non-binding advisory vote on executive compensation

Say-on-pay frequency (one year) 28,567,809 shares Preference for annual advisory vote on compensation

Auditor ratification votes for 29,842,514 shares Ratification of Ernst & Young LLP for FY ending Dec 31, 2026

Broker non-votes director elections 1,257,467 shares Consistent broker non-votes across all director nominees

Key Terms

non-binding advisory basis, broker non-votes, independent registered public accounting firm, frequency of future advisory votes

4 terms

non-binding advisory basis financial

"shareholders next approved, on a non-binding advisory basis, the compensation"

A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.

broker non-votes financial

"1,257,467 shares of broker non-votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

independent registered public accounting firm financial

"ratified the appointment of Ernst & Young LLP as our independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

frequency of future advisory votes financial

"the frequency of future advisory votes on the Company’s named executive officer compensation"

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Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 11, 2026

ARMATA PHARMACEUTICALS, INC.

(Exact name of Registrant as specified in its charter)

Washington		001-37544		91-1549568
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(IRS Employer Identification No.)

	5005 McConnell Avenue Los Angeles, California		90066
	(Address of principal executive offices)		(Zip Code)

(310) 665-2928

(Registrant’s Telephone number)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock		ARMP		NYSE American

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

At the Annual Meeting of Shareholders held on June 11, 2026 (the “Meeting”), the shareholders of Armata Pharmaceuticals, Inc. (the “Company”) elected seven members to our board of directors, each for a one-year term expiring at the annual meeting of shareholders in 2027, as follows:

Members			Number of Shares Voted For				Number of Shares Withheld				Broker Non- Votes
Deborah L. Birx, M.D.			28,349,266				242,970				1,257,467
Daniel B. Gilmer, Ph.D.			28,543,542				48,694				1,257,467
Jules Haimovitz			28,350,690				241,546				1,257,467
Odysseas D. Kostas, M.D.			28,353,918				238,318				1,257,467
Robin C. Kramer			28,537,772				54,464				1,257,467
Joseph M. Patti, Ph.D.			28,544,094				48,142				1,257,467
Sarah Schlesinger, M.D.			28,354,046				238,190				1,257,467

At the Meeting, our shareholders next approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers. The vote for such approval was 28,547,283 shares for, 27,765 shares against, 17,188 shares abstaining, and 1,257,467 shares of broker non-votes.

At the Meeting, our shareholders next approved, on a non-binding advisory basis, a one-year frequency for future advisory votes on the Company’s named executive officer compensation. The vote for such approval was 28,567,809 shares for one year, 2,400 shares for two years, 17,113 shares for three years, 4,914 shares abstaining, and 1,257,467 shares of broker non-votes.

After considering the results of the non-binding advisory vote on the frequency of future advisory votes on the Company’s named executive officer compensation at the Meeting, the Company’s board of directors determined that the Company will hold an advisory vote on named executive officer compensation annually until the next required vote on the frequency of such votes, or the board of directors otherwise determines that a different frequency for such advisory votes is in the best interests of the shareholders of the Company.

Also at the Meeting, our shareholders ratified the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. The vote for such ratification was 29,842,514 shares for, 6,631 shares against, 558 shares abstaining, and 0 shares of broker non-votes.

- 2 -

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 16, 2026	Armata Pharmaceuticals, Inc.
	By:	/s/ David House
	Name:	David House
	Title:	Senior Vice President, Finance and Principal Financial Officer

- 3 -

FAQ

What did Armata Pharmaceuticals (ARMP) shareholders decide about the board at the 2026 annual meeting?

Shareholders elected seven directors to one-year terms ending at the 2027 annual meeting. Each nominee received around 28.3–28.5 million votes in favor, with relatively small withhold votes and broker non-votes, signaling broad support for the current board composition.

How did Armata Pharmaceuticals (ARMP) shareholders vote on executive compensation?

Shareholders approved the compensation of Armata’s named executive officers on a non-binding advisory basis. The vote was 28,547,283 shares for, 27,765 against, 17,188 abstaining, and 1,257,467 broker non-votes, indicating strong overall backing for the company’s current pay practices.

What frequency of say-on-pay votes did Armata Pharmaceuticals (ARMP) shareholders prefer?

Shareholders supported holding advisory votes on executive compensation every year. The vote was 28,567,809 shares for one year, 2,400 for two years, 17,113 for three years, 4,914 abstaining, and 1,257,467 broker non-votes, leading the board to adopt an annual advisory vote schedule.

Which auditor did Armata Pharmaceuticals (ARMP) shareholders ratify for 2026?

Shareholders ratified Ernst & Young LLP as Armata’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification vote was 29,842,514 shares for, 6,631 against, 558 abstaining, and no broker non-votes reported.

Is the Armata Pharmaceuticals (ARMP) say-on-pay vote binding on the board?

The say-on-pay vote is non-binding and advisory, meaning it does not legally require changes. However, the strong approval of executive compensation provides feedback the board can consider when designing future pay programs and making compensation decisions for senior management.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.0 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB