Shareholders of Enanta (NASDAQ: ENTA) back equity plan expansion

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FORM 8-K

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What did Enanta Pharmaceuticals (ENTA) stockholders approve regarding the 2019 Equity Incentive Plan?

Which directors were re-elected at Enanta Pharmaceuticals’ 2026 annual meeting?

How did Enanta Pharmaceuticals (ENTA) stockholders vote on executive compensation?

Which auditing firm did Enanta Pharmaceuticals stockholders ratify for fiscal 2026?

When was Enanta Pharmaceuticals’ 2026 annual stockholder meeting held?

Agreements & Contracts

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Form Type

8-K

Enanta Pharmaceuticals, Inc. reported results from its March 11, 2026 annual meeting. Stockholders approved an amendment to the 2019 Equity Incentive Plan, increasing the shares of common stock reserved for issuance by 1,600,000 shares.

Two Class I directors, Bruce L.A. Carter, Ph.D., and Jay R. Luly, Ph.D., were re-elected to serve until the 2029 annual meeting. Stockholders also approved, on an advisory basis, the compensation of named executive officers and ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending September 30, 2026.

3 items: 5.02, 5.07, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

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.

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Understanding 8-K Material Events →

Accepted by SEC EDGAR 03/12/2026 - 04:05 PM

Stockholders approved an amendment to Enanta’s 2019 Equity Incentive Plan to increase the shares of common stock reserved for issuance by 1,600,000 shares. This expansion supports future equity-based compensation grants to employees, directors, and other eligible participants under the plan.

Stockholders re-elected Bruce L.A. Carter, Ph.D., and Jay R. Luly, Ph.D., as Class I directors to serve until the 2029 annual meeting. They will continue on the board until that meeting or until their respective successors are elected and qualified.

Enanta’s stockholders approved, on an advisory basis, the compensation of the company’s named executive officers. This “say-on-pay” vote confirmed support for the executive pay program, with the proposal receiving substantially more votes for than against, alongside minimal abstentions.

Stockholders ratified PricewaterhouseCoopers LLP as Enanta’s independent registered public accounting firm for the fiscal year ending September 30, 2026. The ratification received strong support, with far more votes in favor than against and only a very small number of abstentions recorded.

Enanta Pharmaceuticals held its annual meeting of stockholders on March 11, 2026. At this meeting, stockholders voted on director elections, the 2019 Equity Incentive Plan amendment, an advisory say-on-pay proposal, and the ratification of the independent registered public accounting firm.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     Date of Report (Date of earliest event reported): March 11, 2026

    

ENANTA PHARMACEUTICALS, INC.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-35839	04-3205099
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4 Kingsbury Avenue
Watertown, Massachusetts		02472
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: (617) 607-0800

    

     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:

☐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 $0.01 per share	ENTA	Nasdaq Global Select 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As disclosed below under Item 5.07, on March 11, 2026, the stockholders of Enanta Pharmaceuticals, Inc. approved an amendment to its 2019 Equity Incentive Plan to increase the number of shares reserved for issuance thereunder by 1,600,000 shares. A copy of the amended plan is filed as Exhibit 10.1 to this Current Report on Form 8-K.

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

At the Annual Meeting held on March 11, 2026, Enanta’s stockholders voted on the following proposals, each of which is described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on January 26, 2026.

Proposal No. 1: To Elect Two Class I Directors to Serve until the 2029 Annual Meeting or until their respective successors are elected and qualified. The stockholders re-elected the following individuals as Class I directors of the Company:


Name of Director Nominee	Votes For	Votes Withheld	Broker Non-Votes
Bruce L.A. Carter, Ph.D.	20,289,217	4,634,123	1,929,393
Jay R. Luly, Ph.D.	24,728,854	194,486	1,929,393

Proposal No. 2: To Approve an Amendment to Our 2019 Equity Incentive Plan. The stockholders approved the amendment to our 2019 Equity Incentive Plan to increase the number of shares of Common Stock reserved for issuance under the plan by 1,600,000 shares.

Proposal No. 3: To Approve, on an Advisory Basis, the Compensation Paid to the Company’s Named Executive Officers. The stockholders approved the advisory vote on executive compensation, referred to as a “say-on-pay” vote.

Proposal No. 4: To Ratify the Appointment of PricewaterhouseCoopers LLP as Enanta’s Independent Registered Public Accounting Firm for the 2026 Fiscal Year. The stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2026.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

     Exhibit
Number

     Exhibit Description

     10.1
104

     2019 Equity Incentive Plan (as amended March 2026)
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.


			ENANTA PHARMACEUTICALS, INC.

Date:	March 12, 2026	By:	/s/ Jay R. Luly, Ph.D.
			Jay R. Luly, Ph.D. President and Chief Executive Officer

Source: View Original Filing on SEC EDGAR

2 documents

Votes Against

Broker
Non-Votes

EX-10.1 EX-10.1 150.5 KB