STOCK TITAN

Strong shareholder support for Aurinia (NASDAQ: AUPH) board, auditor and say-on-pay

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Aurinia Pharmaceuticals Inc. reported the results of its 2026 annual general meeting, held virtually. Shareholders elected Kevin Tang, Jeffrey Bailey, Kathy Goetz, Craig Johnson and Tina S. Nova to the board of directors, with support for each nominee ranging from 86.50% to 96.59% of votes cast.

Shareholders also approved the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm, with 89.14% of votes cast in favor. In addition, they approved, on a non-binding advisory basis, the company’s executive compensation in a “say on pay” vote, with 93.10% of votes cast supporting the resolution.

Positive

  • None.

Negative

  • None.
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.
Kevin Tang support 96.59% of votes cast Director election at 2026 annual meeting
Craig Johnson support 86.50% of votes cast Director election at 2026 annual meeting
Auditor approval votes for 77,785,132 shares Appointment of PricewaterhouseCoopers LLP
Auditor approval support 89.14% of votes cast Appointment of PricewaterhouseCoopers LLP
Say-on-pay votes for 66,398,971 shares Non-binding advisory vote on executive compensation
Say-on-pay support 93.10% of votes cast Non-binding advisory vote on executive compensation
broker non-votes financial
"Number of Shares | Percentage of Votes Cast For | Against | Abstain | 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
"approved the appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants, as the Corporation'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.
non-binding advisory basis financial
"shareholders approved, on a non-binding advisory basis, a “say on pay” resolution"
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.
say on pay financial
"a “say on pay” resolution regarding the Corporation's executive compensation"
Say on pay is a shareholder vote—typically nonbinding—on a company’s executive compensation package, allowing investors to approve or reject how top managers are paid. Think of it as a public performance review: widespread disapproval can signal poor governance, prompt changes to pay practices, attract activist investors, and influence investor confidence and share value. It matters because it gives owners a direct way to influence compensation that affects company incentives and long-term performance.
broker Non-Votes financial
"For | Against | Abstain | Broker Non-Votes | For | Against | Withheld/Abstain"
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.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
0001600620FALSE00016006202026-06-032026-06-03

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): June 3, 2026
Aurinia Pharmaceuticals Inc.
(Exact name of registrant as specified in its charter)
Alberta, Canada 001-36421 98-1231763
(State or Other Jurisdiction of Incorporation)
 
(Commission File No.)
 
(IRS Employer Identification No.)

#140, 14315 – 118 Avenue
Edmonton, Alberta
T5L 4S6
(250) 744-2487
(Address and telephone number of registrant's principal executive offices)
 
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:
 
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 Shares, without par value AUPH The Nasdaq Stock Market LLC
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.
(a)Aurinia Pharmaceuticals Inc. (the "Corporation") held its annual general meeting of shareholders virtually on June 3, 2026 (the "2026 Meeting").
(b)The following proposals were voted upon at the 2026 Meeting and the final voting results with respect to each such proposal are set forth below:
Proposal 1: Based upon the following votes, the shareholders elected Kevin Tang, Jeffrey Bailey, Kathy Goetz, Craig Johnson and Tina S. Nova to serve as members of the Corporation's board of directors until the annual general meeting of shareholders to be held in 2027.
Number of SharesPercentage of Votes Cast
NomineeForWithheldBroker Non-VotesForAgainstWithheld/Abstain
Kevin Tang68,889,4112,434,09016,049,98496.59%0.00%3.41%
Jeffrey Bailey67,990,7233,332,77816,049,98495.33%0.00%4.67%
Kathy Goetz68,840,8072,482,69416,049,98496.52%0.00%3.48%
Craig Johnson61,694,7869,628,71516,049,98486.50%0.00%13.50%
Tina S. Nova61,972,9429,350,56016,049,98386.89%0.00%13.11%
Proposal 2: Based upon the following votes, the shareholders approved the appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants, as the Corporation's independent registered public accounting firm until the annual general meeting of shareholders to be held in 2027 or until a successor is appointed.
Number of Shares
Percentage of Votes Cast
For
Withhold
Broker Non-Votes
For
Against
Withheld/Abstain
77,785,1329,488,350389.14%0.00%10.86%
Proposal 3: Based upon the following votes, the shareholders approved, on a non-binding advisory basis, a “say on pay” resolution regarding the Corporation's executive compensation.
Number of Shares
Percentage of Votes Cast
ForAgainstAbstainBroker Non-Votes
For
Against
Withheld/Abstain
66,398,9714,315,143609,38416,049,98793.10%6.05%0.85%




Item 9.01Financial Statements and Exhibits
(d) Exhibits.
Exhibit No.Description
104Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)




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 4, 2026
AURINIA PHARMACEUTICALS INC.
By:/s/ Stephen P. Robertson
Name:Stephen P. Robertson
Title:Chief Legal Officer, Corporate Secretary and Chief Compliance Officer



FAQ

What did Aurinia Pharmaceuticals (AUPH) shareholders decide at the 2026 annual meeting?

Shareholders elected all five nominated directors, approved PricewaterhouseCoopers LLP as auditor, and backed a non-binding “say on pay” resolution on executive compensation, indicating overall support for the company’s governance and leadership structure.

Which directors were elected to Aurinia Pharmaceuticals’ (AUPH) board in 2026 and with what support?

Kevin Tang, Jeffrey Bailey, Kathy Goetz, Craig Johnson and Tina S. Nova were elected. Support ranged from 86.50% of votes cast for Craig Johnson to 96.59% for Kevin Tang, showing broad approval for all nominees.

How did Aurinia Pharmaceuticals (AUPH) shareholders vote on the auditor appointment?

Shareholders approved PricewaterhouseCoopers LLP as the independent registered public accounting firm. The proposal received 77,785,132 votes for and 9,488,350 withheld, representing 89.14% of votes cast in favor and 10.86% withheld.

What was the outcome of Aurinia Pharmaceuticals’ (AUPH) 2026 say-on-pay vote?

Shareholders approved the non-binding advisory say-on-pay resolution on executive compensation. The vote totaled 66,398,971 for, 4,315,143 against, and 609,384 abstain, meaning 93.10% of votes cast supported the company’s executive pay program.

Were there broker non-votes at Aurinia Pharmaceuticals’ (AUPH) 2026 annual meeting?

Yes. Each proposal’s tabulation shows broker non-votes. For example, the say-on-pay resolution recorded 16,049,987 broker non-votes, reflecting shares present but not voting on that particular compensation matter.

Filing Exhibits & Attachments

3 documents