Aura Biosciences shareholders approve charter changes
Aura Biosciences, Inc. held a Special Meeting of Stockholders on August 5, 2026, where stockholders approved two governance proposals.
Rhea-AI Filing Summary
Aura Biosciences, Inc. held a Special Meeting of Stockholders on August 5, 2026, where stockholders approved two governance proposals. Common stock outstanding and entitled to vote totaled 103,436,416 shares as of June 12, 2026, with 89,490,726 shares represented in person or by proxy, constituting a quorum.
Stockholders approved an amendment to the Tenth Amended and Restated Certificate of Incorporation to increase authorized common stock from 150,000,000 to 500,000,000 shares, with 62,993,701 votes for and 26,496,186 against. They also approved Amendment No. 1 to the 2021 Stock Option and Incentive Plan, with 46,369,676 votes for and 27,372,773 against.
Positive
- None.
Negative
- None.
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
Shares outstanding: 103,436,416 shares
Shares represented at meeting: 89,490,726 shares
Authorized common shares before amendment: 150,000,000 shares
+5 more
8 metrics
Shares outstanding
103,436,416 shares
Common stock outstanding and entitled to vote as of June 12, 2026
Shares represented at meeting
89,490,726 shares
Common stock represented in person or by proxy at the Special Meeting
Authorized common shares before amendment
150,000,000 shares
Prior authorized common stock in the Tenth Amended and Restated Certificate of Incorporation
Authorized common shares after amendment
500,000,000 shares
Authorized common stock level approved in Proposal 1
Proposal 1 votes for
62,993,701
Votes for increasing authorized common stock
Proposal 1 votes against
26,496,186
Votes against increasing authorized common stock
Proposal 2 votes for
46,369,676
Votes for Amendment No. 1 to the 2021 Stock Option and Incentive Plan
Proposal 2 broker non-votes
15,747,458
Broker non-votes on the incentive plan amendment
Key Terms
Tenth Amended and Restated Certificate of Incorporation, authorized shares, Broker Non-Votes, 2021 Stock Option and Incentive Plan, +1 more
5 terms
Tenth Amended and Restated Certificate of Incorporation regulatory
"approved an amendment to the Company’s Tenth Amended and Restated Certificate of Incorporation"
Broker Non-Votes regulatory
"The proposal was approved based on the following votes ... 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.
2021 Stock Option and Incentive Plan financial
"approved Amendment No. 1 to the Company’s 2021 Stock Option and Incentive Plan"
quorum regulatory
"89,490,726 shares of common stock were represented ... constituting a quorum"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Aura Biosciences (AURA) stockholders approve at the August 5, 2026 Special Meeting?
Aura Biosciences stockholders approved two proposals: increasing authorized common stock from 150,000,000 to 500,000,000 shares and adopting Amendment No. 1 to the company’s 2021 Stock Option and Incentive Plan, based on the reported voting results.
What change was made to Aura Biosciences (AURA) authorized common stock?
Stockholders approved increasing Aura Biosciences’ authorized common stock from 150,000,000 to 500,000,000 shares through an amendment to the Tenth Amended and Restated Certificate of Incorporation, which was adopted at the August 5, 2026 Special Meeting.
What were the voting results for Aura Biosciences (AURA) Proposal 2 on the 2021 Stock Option and Incentive Plan?
Proposal 2, approving Amendment No. 1 to the 2021 Stock Option and Incentive Plan, received 46,369,676 votes for, 27,372,773 votes against, 819 abstentions, and 15,747,458 broker non-votes, and was reported as approved by Aura Biosciences stockholders.
Did Aura Biosciences (AURA) achieve a quorum at its August 5, 2026 Special Meeting?
Yes. Aura Biosciences reported that 89,490,726 shares of common stock were represented in person or by proxy at the Special Meeting, which it stated constituted a quorum for conducting the company’s business.
AI-generated analysis. How Rhea-AI works. Not financial advice.
