[8-K] Erasca, Inc. Reports Material Event

Rhea-AI Filing Summary

Erasca (Nasdaq: ERAS) filed a Form 8-K disclosing the 24 June 2025 annual meeting results. 241.8 million of 283.3 million entitled shares were represented (≈85%).

• Director elections: Jonathan Lim 196.99 M for / 2.19 M withheld; James Bristol 178.36 M for / 20.81 M withheld; Valerie Harding-Start 177.00 M for / 22.17 M withheld. All three Class I directors were elected for terms expiring in 2028.
• Auditor ratification: KPMG LLP received 240.25 M for, 1.27 M withheld, 0.31 M against; 0 broker non-votes.

No additional proposals were presented, and the filing notes no changes to governance, strategy, or capital structure.

0001761918false00017619182025-06-242025-06-24

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 24, 2025

Erasca, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-40602	83-1217027
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
3115 Merryfield Row Suite 300
San Diego, California				92121
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (858) 465-6511

(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, $0.0001 par value per share		ERAS		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 5.07 Submission of Matters to a Vote of Security Holders.

On June 24, 2025, Erasca, Inc. (the Company) held its annual meeting of stockholders (the Annual Meeting). As of the close of business on April 28, 2025, the record date for the Annual Meeting, there were 283,287,382 shares of common stock entitled to vote, of which there were 241,830,362 shares present at the Annual Meeting in person or by proxy. At the Annual Meeting, stockholders voted on two matters as described briefly below and in more detail in the Company’s definitive proxy statement dated April 29, 2025. The voting results were as follows:

Election of three two Class I Directors for a term of three years expiring at the 2028 annual meeting of stockholders

Jonathan E. Lim, M.D.	For	196,988,691	Withheld	2,188,603	Broker Non Votes	42,653,068
James A. Bristol, Ph.D.	For	178,363,384	Withheld	20,813,910	Broker Non Votes	42,653,068
Valerie Harding – Start, Ph.D.	For	177,003,177	Withheld	22,174,117	Broker Non Votes	42,653,068

The three nominees for Class I Director were elected.

Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025

For 240,251,523 Withheld 1,272,045 Against 306,794

There were 0 broker non-votes for this proposal.

The appointment of KPMG LLP was ratified.

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.

			Erasca, Inc.
Date:	June 26, 2025	By:	/s/ Ebun Garner
			Ebun Garner, General Counsel

FAQ

What proposals did ERAS shareholders vote on at the 2025 annual meeting?

Shareholders voted on two items: election of three Class I directors and ratification of KPMG LLP as independent auditor for fiscal 2025.

How many votes did each ERAS director nominee receive?

Jonathan Lim: 196,988,691 for; James Bristol: 178,363,384 for; Valerie Harding-Start: 177,003,177 for.

Was KPMG LLP ratified as Erasca's auditor for 2025?

Yes. The proposal passed with 240,251,523 votes for, 1,272,045 withheld, and 306,794 against; there were no broker non-votes.

What proportion of ERAS shares were represented at the meeting?

241,830,362 shares were present in person or by proxy out of 283,287,382 entitled to vote, representing approximately 85% participation.