Damora Therapeutics (NASDAQ: DMRA) backs directors, executive pay and auditor at 2026 meeting

Rhea-AI Filing Summary

Damora Therapeutics, Inc. reported the results of its 2026 Annual Meeting of Stockholders. Stockholders elected Michael Landsittel and Cameron Turtle, D.Phil, as Class III directors to serve until the 2029 annual meeting. An advisory vote approved the compensation of the company’s named executive officers, and stockholders indicated a preference to hold this Say-on-Pay vote every year. Stockholders also ratified the selection of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. A quorum was present, with 55,009,938 shares represented out of 60,303,212 shares outstanding on the record date.

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 on record date: 60,303,212 shares Shares represented at meeting: 55,009,938 shares Votes for Landsittel: 51,403,541 votes +4 more

7 metrics

Shares outstanding on record date 60,303,212 shares Common stock outstanding and entitled to vote as of April 22, 2026

Shares represented at meeting 55,009,938 shares Shares present in person or by proxy at 2026 annual meeting

Votes for Landsittel 51,403,541 votes For election of director Michael Landsittel; 29,011 withheld, 3,577,386 broker non-votes

Votes for Turtle 51,403,540 votes For election of director Cameron Turtle, D.Phil; 29,012 withheld, 3,577,386 broker non-votes

Say-on-Pay support 51,401,988 votes for Advisory vote on executive compensation; 3,546 against, 27,018 abstain, 3,577,386 broker non-votes

Say-on-Frequency 1-year votes 50,913,167 votes Preference for annual Say-on-Pay; 103 for 2 years, 518,015 for 3 years, 1,267 abstain

Auditor ratification votes for 54,977,317 votes Ratification of Ernst & Young LLP; 5,640 against, 26,981 abstain

Key Terms

Say-on-Pay, Say-on-Frequency, broker non-votes, independent registered public accounting firm, +1 more

5 terms

Say-on-Pay financial

"To approve, on an advisory basis, the compensation paid to the Company’s named executive officers (the “Say-on-Pay Proposal”);"

A say-on-pay is a shareholder vote that gives investors a chance to approve or disapprove a company’s executive compensation packages, typically held at annual meetings. It matters because the vote signals investor satisfaction with how leaders are paid—like customers rating how well managers are rewarded—and can push boards to change pay plans, reducing governance risk and affecting investor confidence and stock value even though the vote is usually advisory rather than legally binding.

Say-on-Frequency financial

"To conduct an advisory vote on the frequency of future advisory votes to approve the compensation paid to the Company’s named executive officers (the “Say-on-Frequency Proposal”);"

broker non-votes financial

"Nominees | | For | | 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

"To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026"

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.

quorum financial

"55,009,938 shares of Common Stock were represented in person or by proxy at the Annual Meeting, which number constituted 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.

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Understanding 8-K Material Events →

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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 17, 2026

DAMORA THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-39655		37-1957007
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)
		221 Crescent Street Building 23, Suite 105 Waltham, MA 02453 (Address of principal executive offices, including zip code)
		(781) 281-9020 (Registrant’s telephone number, including area code)
		(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:

☐ 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, $0.00001 par value per share		DMRA		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.

Damora Therapeutics, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders on June 17, 2026 (the “Annual Meeting”). The following proposals were submitted to the stockholders of the Company at the Annual Meeting, which are described in detail in the the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2026 (the “Proxy Statement”):

1.To elect Michael Landsittel and Cameron Turtle, D.Phil, as Class III members of the Board of Directors (the “Board”), to serve until the Company’s 2029 Annual Meeting of Stockholders and until their successors are duly elected and qualified, or until their earlier death, resignation or removal (the “Election of Directors Proposal”);

2.To approve, on an advisory basis, the compensation paid to the Company’s named executive officers (the “Say-on-Pay Proposal”);

3.To conduct an advisory vote on the frequency of future advisory votes to approve the compensation paid to the Company’s named executive officers (the “Say-on-Frequency Proposal”); and

4.To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 (the “Ratification of Auditor Proposal”).

There were 60,303,212 shares of Common Stock outstanding and entitled to vote on April 22, 2026, the record date for the Annual Meeting, and 55,009,938 shares of Common Stock were represented in person or by proxy at the Annual Meeting, which number constituted a quorum.

At the Annual Meeting, each of the Company’s director nominees was elected, a frequency of one year received the plurality of votes cast on the Say-on-Frequency Proposal and the other proposals voted on were approved. The final voting results regarding each proposal are set forth below.

1.Election of Directors Proposal.

Nominees		For		Withheld		Broker Non-Votes
Michael Landsittel		51,403,541		29,011		3,577,386
Cameron Turtle, D.Phil		51,403,540		29,012		3,577,386

2.Say-on-Pay Proposal.

For		Against		Abstain		Broker Non-Votes
51,401,988		3,546		27,018		3,577,386

3.Say-on-Frequency Proposal.

1 Year		2 Years		3 Years		Abstain
50,913,167		103		518,015		1,267

In light of these voting results and in accordance with its prior recommendation, the Board has determined that the Company will hold future Say-on-Pay votes every year until the next required Say-on-Frequency vote.

4.Ratification of Auditor Proposal.

For		Against		Abstain		Broker Non-Votes
54,977,317		5,640		26,981		-

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.

				Damora Therapeutics, Inc.
Date: June 17, 2026				By:		/s/ Jennifer Jarrett
						Jennifer Jarrett
						President and Chief Executive Officer

FAQ

What did Damora Therapeutics (DMRA) stockholders approve at the 2026 annual meeting?

Stockholders approved all proposals, including electing two Class III directors, endorsing executive compensation on an advisory basis, choosing annual Say-on-Pay frequency, and ratifying Ernst & Young LLP as independent auditor for the fiscal year ending December 31, 2026.

Who was elected to Damora Therapeutics’ Board of Directors at the 2026 meeting?

Stockholders elected Michael Landsittel and Cameron Turtle, D.Phil, as Class III directors. They will serve until the company’s 2029 Annual Meeting of Stockholders and until their successors are duly elected and qualified, or until earlier death, resignation, or removal.

How did Damora Therapeutics (DMRA) stockholders vote on Say-on-Pay in 2026?

Stockholders approved the advisory Say-on-Pay proposal, with 51,401,988 votes for, 3,546 against, 27,018 abstentions, and 3,577,386 broker non-votes. This indicates support for the compensation paid to the company’s named executive officers as described in the proxy materials.

What Say-on-Frequency did Damora Therapeutics (DMRA) stockholders prefer?

Stockholders favored holding Say-on-Pay votes every one year, with 50,913,167 votes for one year, 103 for two years, 518,015 for three years, and 1,267 abstentions. The Board determined the company will hold future Say-on-Pay votes annually until the next required frequency vote.

Was the auditor for Damora Therapeutics (DMRA) ratified for 2026?

Yes. Stockholders ratified the selection of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 54,977,317 votes for, 5,640 against, and 26,981 abstentions, and no broker non-votes reported for this proposal.

What was the quorum at Damora Therapeutics’ 2026 Annual Meeting of Stockholders?

There were 60,303,212 shares of common stock outstanding and entitled to vote on the April 22, 2026 record date, and 55,009,938 shares were represented in person or by proxy at the annual meeting, which the company states constituted a quorum for conducting business.

Filing Exhibits & Attachments

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