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aTyr Pharma holders approve 1-for-10–1-for-50 reverse split

aTyr Pharma stockholders approved amendments authorizing the board, at its option, to effect a reverse stock split at a ratio between 1-for-10 and 1-for-50, inclusive, with the ratio set by the board in its sole discretion.

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Form Type
8-K

Rhea-AI Filing Summary

aTyr Pharma stockholders approved amendments authorizing the board, at its option, to effect a reverse stock split at a ratio between 1-for-10 and 1-for-50, inclusive, with the ratio set by the board in its sole discretion.

As of the September 4, 2026 record date, 98,087,425 common shares were outstanding and entitled to vote. At the October 16, 2026 special meeting, 57,915,370 shares were represented, approximately 59.04% of the record-date shares. The proposal received 52,451,734 votes for, 5,234,645 against and 228,991 abstentions.

Filing Explained

Stockholders approved authority for a possible board action, not a split itself; if the board uses it, a reverse split proportionally reduces share count and raises per-share price, while the split itself leaves company value unchanged.

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.
Reverse stock split ratio range 1-for-10 to 1-for-50 Approved range; board determines the ratio in its sole discretion
Votes for 52,451,734 votes Proposal 1
Votes against 5,234,645 votes Proposal 1
Abstentions 228,991 votes Proposal 1
Common shares outstanding and entitled to vote 98,087,425 shares As of September 4, 2026, the record date
Shares present or represented 57,915,370 shares At the October 16, 2026 special meeting; approximately 59.04% of record-date shares
reverse stock split technical
"a reverse stock split of the Company's common stock at a ratio between 1-for-10 and 1-for-50"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
Record Date regulatory
"September 4, 2026, the record date for the Special Meeting"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
valid proxy regulatory
"present or represented by valid proxy at the Special Meeting"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Did ATYR stockholders approve a reverse stock split?

Yes. Stockholders approved amendments authorizing the board, at its option, to effect a reverse stock split at a ratio between 1-for-10 and 1-for-50, inclusive. The board has sole discretion to determine the ratio.

How did ATYR stockholders vote on the reverse-split proposal?

The proposal received 52,451,734 votes for, 5,234,645 votes against and 228,991 abstentions. A total of 57,915,370 shares were present or represented by valid proxy at the special meeting.

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

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0001339970false00013399702026-10-162026-10-16

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): October 16, 2026

 

ATYR PHARMA, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-37378

20-3435077

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

10240 Sorrento Valley Road, Suite 300

San Diego, CA

 

 

 

92121

(Address of principal executive offices)

 

 

(Zip Code)

Registrant’s telephone number, including area code: (858) 731-8389

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

☐

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))

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, par value $0.001 per share

ATYR

The Nasdaq Capital Market

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. ☐

 


 

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

On October 16, 2026, aTyr Pharma, Inc. (the “Company”) held its 2026 Special Meeting of Stockholders (the “Special Meeting”). As of September 4, 2026, the record date for the Special Meeting (the “Record Date”), 98,087,425 shares of the Company’s common stock were outstanding and entitled to vote at the Special Meeting. A summary of the matter voted upon by stockholders at the Special Meeting is set forth below.

A total of 57,915,370 shares of the Company’s common stock were present or represented by valid proxy at the Special Meeting, which represented approximately 59.04% of the shares of the Company’s common stock outstanding as of the Record Date. The matter submitted to a vote of the Company's stockholders at the Special Meeting was approved.

The number of votes cast for and against and the number of votes withheld, abstentions and broker non-votes, as applicable, with respect to the matter voted upon at the Special Meeting are set forth below. Voting results are, when applicable, reported by rounding fractional share voting down to the nearest round number.

Proposal 1: Approval of a series of alternate amendments to the Company's restated certificate of incorporation to effect, at the option of the Company's Board of Directors, a reverse stock split of the Company's common stock at a ratio between 1-for-10 and 1-for-50, inclusive, as determined by the Company's Board of Directors in its sole discretion.

Votes For

Votes Against

Abstain

Broker Non-Vote

52,451,734

5,234,645

228,991

-

 

 

 

2


 

SIGNATURE

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.

ATYR PHARMA, INC.

By:

/s/ Brandon Yaras

Brandon Yaras

Chief Financial Officer

 

Date: October 16, 2026

 

 

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