Assembly Biosciences (ASMB) shareholders back directors, equity plan and ESPP share hikes
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Assembly Biosciences, Inc. reported the results of its annual stockholder meeting held on June 4, 2026. Stockholders approved amendments to the company’s equity incentive and employee stock purchase plans, elected the full slate of director nominees, and ratified the independent auditor.
The amendment to the 2018 Stock Incentive Plan increases shares reserved for issuance from 1,478,333 to 2,678,333. The Employee Stock Purchase Plan reserve was increased from 225,000 to 515,000 shares. Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers.
Positive
- None.
Negative
- None.
8-K Event Classification
3 items: 5.02, 5.07, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
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.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
2018 Plan reserve before amendment: 1,478,333 shares
2018 Plan reserve after amendment: 2,678,333 shares
ESPP reserve before amendment: 225,000 shares
+5 more
8 metrics
2018 Plan reserve before amendment
1,478,333 shares
Shares reserved under 2018 Stock Incentive Plan before Amendment No. 3
2018 Plan reserve after amendment
2,678,333 shares
Shares reserved under 2018 Stock Incentive Plan after Amendment No. 3
ESPP reserve before amendment
225,000 shares
Shares reserved under Employee Stock Purchase Plan before ESPP Amendment No. 2
ESPP reserve after amendment
515,000 shares
Shares reserved under Employee Stock Purchase Plan after ESPP Amendment No. 2
Say-on-pay votes for
11,293,061 votes
Non-binding advisory approval of named executive officer compensation
Auditor ratification votes for
12,382,746 votes
Ratification of Ernst & Young LLP for fiscal year ending December 31, 2026
Director votes for (example nominee)
11,300,212 votes
Votes for director nominee Anthony E. Altig
Broker non-votes on equity plan amendment
1,069,023
Broker non-votes on Amendment No. 3 to 2018 Plan
Key Terms
Amended and Restated 2018 Stock Incentive Plan, Employee Stock Purchase Plan, non-binding advisory basis, broker non-votes, +1 more
5 terms
Amended and Restated 2018 Stock Incentive Plan financial
"Amendment No. 3 to the Assembly Biosciences, Inc. Amended and Restated 2018 Stock Incentive Plan"
Employee Stock Purchase Plan financial
"Second Amended and Restated Employee Stock Purchase Plan (the "ESPP") to increase the number of shares reserved"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
non-binding advisory basis financial
"The stockholders approved, on a non-binding advisory basis, the Company's named executive officers' 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
"Votes For | Votes Against | Abstain | Broker Non-Votes 11,293,061 | 5,401 | 18,379 | 1,069,023"
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 selection of Ernst & Young LLP as the Company's 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.
FAQ
What did Assembly Biosciences (ASMB) stockholders approve at the 2026 annual meeting?
Stockholders approved amendments increasing share reserves for the 2018 Stock Incentive Plan and the Employee Stock Purchase Plan, re-elected all board nominees, ratified Ernst & Young LLP as auditor, and approved named executive officer compensation on a non-binding advisory basis.
What change was made to Assembly Biosciences’ Employee Stock Purchase Plan (ESPP)?
The ESPP share reserve was increased to 515,000 shares from 225,000. This expansion allows more employee participation in share purchases through the plan, subject to its existing terms and eligibility rules described in the proxy materials.
Were Assembly Biosciences (ASMB) director nominees elected at the 2026 annual meeting?
All nine director nominees, including Anthony E. Altig and Jason A. Okazaki, were elected to serve until the 2027 annual meeting. Each nominee received over 11.27 million votes in favor, with relatively few votes cast against or abstaining.
Did Assembly Biosciences stockholders approve executive compensation for 2026?
Yes. Stockholders approved, on a non-binding advisory basis, the compensation of the company’s named executive officers. The say-on-pay proposal received 11,293,061 votes for, 5,401 against, and 18,379 abstentions, with 1,069,023 broker non-votes recorded.
Which audit firm did Assembly Biosciences stockholders ratify for fiscal year 2026?
Stockholders ratified Ernst & Young LLP as the independent registered public accounting firm for the year ending December 31, 2026. The proposal received 12,382,746 votes for, 2,943 against, and 175 abstentions, with no broker non-votes reported.