Forte Biosciences (FBRX) stockholders approve amended 2021 equity incentive plan
Rhea-AI Filing Summary
Forte Biosciences, Inc. reported results of its 2026 annual stockholder meeting, where stockholders approved an amended and restated 2021 Equity Incentive Plan reserving 5,190,000 shares of common stock for equity awards. The plan allows stock options, stock appreciation rights, restricted stock, restricted stock units, performance units and performance shares for employees, directors and consultants.
As of the April 17, 2026 record date, 20,478,817 shares were outstanding, and 17,766,034 shares were represented at the May 29, 2026 meeting in person or by proxy. Stockholders also elected three directors and approved additional proposals including the equity plan described in the company’s April 29, 2026 proxy statement.
Positive
- None.
Negative
- None.
8-K Event Classification
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.
Key Figures
Equity plan share reserve: 5,190,000 shares
Newly requested shares: 1,850,000 shares
Prior approved shares: 3,340,000 shares
+5 more
8 metrics
Equity plan share reserve
5,190,000 shares
Shares reserved under Amended and Restated 2021 Equity Incentive Plan
Newly requested shares
1,850,000 shares
Portion of 5,190,000-share reserve newly requested in latest amendment
Prior approved shares
3,340,000 shares
Shares approved in connection with January 24, 2025 special meeting
Potential add-on from prior plans
44,093 shares
Maximum additional shares from legacy Tocagen and Forte plans
Shares outstanding
20,478,817 shares
Outstanding as of April 17, 2026 record date
Shares represented at meeting
17,766,034 shares
Shares present in person or by proxy at May 29, 2026 annual meeting
Director Wagner votes for
16,027,110 votes
Votes for Paul A. Wagner, Ph.D., director election
Director Wagner votes withheld
232,861 votes
Votes withheld on Paul A. Wagner, Ph.D., director election
Key Terms
Amended and Restated 2021 Equity Incentive Plan, restricted stock units, broker non-votes, definitive proxy statement, +1 more
5 terms
Amended and Restated 2021 Equity Incentive Plan financial
"the further amendment and restatement of the 2021 Equity Incentive Plan (as currently amended and restated, the “A&R 2021 Equity Incentive Plan”)"
restricted stock units financial
"through the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, performance units, and performance shares"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
broker non-votes financial
"Votes For | | Votes Against | | Abstentions | | 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.
definitive proxy statement financial
"described in “Proposal No. 4 - Approval of the Amended and Restated 2021 Equity Incentive Plan” in the Company’s definitive proxy statement on Schedule 14A"
A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.
emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Forte Biosciences (FBRX) stockholders approve at the 2026 annual meeting?
Stockholders approved an amended and restated 2021 Equity Incentive Plan reserving 5,190,000 common shares for equity awards. The plan supports options, restricted stock, RSUs, performance units and performance shares for employees, directors and consultants, aligning compensation with company performance.
Were Forte Biosciences (FBRX) directors elected at the 2026 annual meeting?
Yes. Stockholders elected Steven Kornfeld, Scott Brun, M.D., and Paul A. Wagner, Ph.D., as directors. Each nominee received more votes for than withheld, with Paul A. Wagner receiving 16,027,110 votes for and 232,861 votes withheld, plus broker non-votes recorded.
Where can investors find full terms of the Forte Biosciences (FBRX) A&R 2021 Equity Incentive Plan?
The full terms are in the amended and restated 2021 Equity Incentive Plan filed as Exhibit 10.1 to the Form 8-K. A summary also appears under “Proposal No. 4” in the definitive proxy statement on Schedule 14A filed on April 29, 2026.