Cryoport holders back directors, pay and equity plan

Cryoport, Inc. reported results from its 2026 Annual Meeting of Stockholders.

Rhea-AI Filing Summary

Cryoport, Inc. reported results from its 2026 Annual Meeting of Stockholders. Shareholders elected six directors, with votes for each nominee ranging from 38.9 million to 40.9 million, with additional broker non-votes recorded.

Stockholders ratified Deloitte & Touche LLP as independent auditor with 47,014,962 votes for. They approved executive compensation on an advisory basis with 39,533,693 votes for, and approved an amendment to the 2018 Omnibus Equity Incentive Plan to increase authorized shares, with 30,110,893 votes for and 12,591,758 against.

Insights

Corporate governance analyst

Shareholders approved all Cryoport proposals, including an expanded equity plan.

Cryoport’s stockholders elected all director nominees and endorsed the existing audit relationship with Deloitte & Touche LLP by a large margin. Advisory approval of named executive officer compensation indicates general support for the company’s pay practices at this time.

The amendment to the 2018 Omnibus Equity Incentive Plan, which increases authorized shares under the plan, gives the company continued capacity to make equity awards. The relatively narrower margin on this item versus the auditor ratification suggests investors are more sensitive to potential dilution than to routine governance items.

8-K Event Classification

2 items: 5.07, 9.01

2 items

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, or exhibit attachments filed with this report.

Key Figures

Highest director votes for: 40,948,468 votes Lowest director votes for: 38,883,910 votes Auditor ratification for votes: 47,014,962 votes +4 more

7 metrics

Highest director votes for 40,948,468 votes Votes for director nominee Daniel M. Hancock

Lowest director votes for 38,883,910 votes Votes for director nominee Linda Baddour

Auditor ratification for votes 47,014,962 votes Ratification of Deloitte & Touche LLP

Say-on-pay votes for 39,533,693 votes Advisory approval of executive compensation

Equity plan amendment votes for 30,110,893 votes Amendment to 2018 Omnibus Equity Incentive Plan

Equity plan amendment votes against 12,591,758 votes Opposition to increasing authorized shares under the plan

Broker non-votes on proposals 1, 3, 4 4,507,992 votes Non-voting shares on non-routine matters

Key Terms

broker non-votes, independent registered public accounting firm, advisory vote, 2018 Omnibus Equity Incentive Plan

4 terms

broker non-votes financial

"Director Nominee | Votes For | Votes Withheld | 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

"Ratification of the appointment of Deloitte and Touche LLP as the 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.

advisory vote financial

"Advisory vote to approve the compensation of the Company’s named executive officers"

An advisory vote is a shareholder poll that expresses investors’ approval or concern about a company’s policy, executive pay, board decisions or other governance matters but does not legally force the company to act. Think of it like a customer survey: it signals investor sentiment and can pressure management to change course, so investors watch the result as a guide to future governance, risk and potential shifts in strategy.

2018 Omnibus Equity Incentive Plan financial

"Amendment to the Cryoport, Inc. 2018 Omnibus Equity Incentive Plan to, among other things, increase the number of authorized shares"

FAQ

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

What did Cryoport (CYRX) stockholders decide at the 2026 Annual Meeting?

Cryoport stockholders elected all six director nominees and approved all proposals, including auditor ratification, advisory executive compensation, and an amendment to the 2018 Omnibus Equity Incentive Plan to increase authorized shares available for future equity awards.

Were all Cryoport (CYRX) director nominees elected in 2026?

Yes. All six director nominees, including Jerrell W. Shelton and Linda Baddour, were elected, receiving between 38,883,910 and 40,948,468 votes for, plus additional broker non-votes that are not counted as opposition in director elections.

Did Cryoport (CYRX) shareholders approve the 2018 Omnibus Equity Incentive Plan amendment?

Yes. Shareholders approved the amendment to the 2018 Omnibus Equity Incentive Plan, which increases authorized shares, with 30,110,893 votes for, 12,591,758 against, 17,120 abstentions, and 4,507,992 broker non-votes recorded on the proposal.

How did Cryoport (CYRX) investors vote on executive compensation in 2026?

Investors gave advisory approval to compensation for named executive officers, with 39,533,693 votes for, 2,390,915 votes against, 795,163 abstentions, and 4,507,992 broker non-votes, indicating general support for the company’s pay practices disclosed in the proxy statement.

Which audit firm did Cryoport (CYRX) shareholders ratify for 2026?

Shareholders ratified Deloitte & Touche LLP as Cryoport’s independent registered public accounting firm for the year ending December 31, 2026, with 47,014,962 votes for, 21,499 against, and 191,302 abstentions, reflecting strong support for continuing the current auditor.

How many broker non-votes occurred in Cryoport’s 2026 director elections?

Each director election recorded 4,507,992 broker non-votes. Broker non-votes arise when brokers hold shares in street name but do not have instructions to vote on non-routine matters such as director elections or certain compensation proposals.

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

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Accepted by SEC EDGAR 06/09/2026 - 05:00 PM Learn about SEC filing dates

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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 5, 2026

CRYOPORT, INC. 

(Exact name of registrant as specified in its charter)

Nevada		001-34632		88-0313393
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
112 Westwood Place, Suite 350
Brentwood, TN 37027
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (949) 470-2300
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 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))

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, $0.001 par value		CYRX		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.

On June 5, 2026, Cryoport, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The final voting results for the proposals submitted to a vote of stockholders at the Annual Meeting, each of which is described in detail in the Company’s proxy statement filed with the U.S. Securities and Exchange Commission on April 22, 2026 (“Proxy Statement”), are set forth below.

Proposal No. 1: Election of Directors. The individuals listed below were elected to serve as directors of the Company until the Company’s 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified or their earlier death, resignation, or removal:

Director Nominee	Votes For	Votes Withheld	Broker Non-Votes
Linda Baddour	38,883,910	3,835,861	4,507,992
Daniel M. Hancock	40,948,468	1,771,303	4,507,992
Robert Hariri, M.D., Ph.D.	40,675,339	2,044,432	4,507,992
Ram M. Jagannath	40,739,957	1,979,814	4,507,992
Ramkumar Mandalam, Ph.D.	40,356,471	2,363,300	4,507,992
Jerrell W. Shelton	40,937,536	1,782,235	4,507,992

Proposal No. 2: Ratification of the appointment of Deloitte and Touche LLP as the independent registered public accounting firm of the Company and its subsidiaries for the year ending December 31, 2026. This proposal was approved as set forth below:

Votes For	Votes Against	Abstentions	Broker Non-Votes
47,014,962	21,499	191,302	—

Proposal No. 3: Advisory vote to approve the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement. This proposal was approved as set forth below:

Votes For	Votes Against	Abstentions	Broker Non-Votes
39,533,693	2,390,915	795,163	4,507,992

Proposal No. 4: Amendment to the Cryoport, Inc. 2018 Omnibus Equity Incentive Plan to, among other things, increase the number of authorized shares under the plan. This proposal was approved as set forth below:

Votes For	Votes Against	Abstentions	Broker Non-Votes
30,110,893	12,591,758	17,120	4,507,992

Item 9.01. Financial Statements and Exhibits.

 (d)           Exhibits.  

Exhibit No.		Description
10.1		Cryoport, Inc. 2018 Omnibus Equity Incentive Plan (as amended, effective June 5, 2026)
104		Cover Page Interactive Data File (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 9, 2026	Cryoport Inc.
	/s/ Robert Stefanovich
	Robert Stefanovich
	Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EXHIBIT 10.1 128.5 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB