Shareholders back IDEAYA (NASDAQ: IDYA) proposals as board names new chair

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8-K Event Classification

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What did IDEAYA Biosciences (IDYA) report from its 2026 annual meeting?

Which directors were up for election at IDEAYA Biosciences’ 2026 meeting?

How did IDEAYA Biosciences shareholders vote on the auditor for 2026?

What were the results of IDEAYA Biosciences’ say-on-pay vote in 2026?

How many IDEAYA Biosciences shares were entitled to vote at the 2026 meeting?

What leadership changes did IDEAYA Biosciences’ board make on June 16, 2026?

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

IDEAYA Biosciences, Inc. held its 2026 Annual Meeting of Stockholders on June 16, 2026. As of the April 20, 2026 record date, 87,860,920 common shares were outstanding and entitled to vote.

Stockholders voted on three proposals. For director elections, Yujiro S. Hata received 70,546,418 votes for and 2,470,077 withheld, M. Garret Hampton received 56,718,637 for and 16,297,858 withheld, and Catherine J. Mackey received 70,281,521 for and 2,734,974 withheld, with 10,089,343 broker non-votes for each nominee.

PricewaterhouseCoopers LLP, as independent registered public accounting firm for the year ending December 31, 2026, received 82,579,758 votes for, 141,240 against, and 384,840 abstentions. The non-binding advisory vote on executive compensation received 64,269,756 votes for, 8,349,131 against, 397,608 abstentions, and 10,089,343 broker non-votes.

Effective June 16, 2026, the Board elected Yujiro S. Hata as Chairman of the Board and Terry Rosen, Ph.D., as Lead Independent Director.

2 items: 5.07, 8.01

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 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Shares entitled to vote: 87,860,920 shares Votes for Yujiro S. Hata: 70,546,418 votes Votes for Catherine J. Mackey: 70,281,521 votes +3 more

6 metrics

Shares entitled to vote 87,860,920 shares Common stock outstanding as of April 20, 2026 record date

Votes for Yujiro S. Hata 70,546,418 votes Director election at 2026 Annual Meeting

Votes for Catherine J. Mackey 70,281,521 votes Director election at 2026 Annual Meeting

Votes for M. Garret Hampton 56,718,637 votes Director election at 2026 Annual Meeting

Auditor ratification support 82,579,758 votes for Ratification of PricewaterhouseCoopers LLP for year ending December 31, 2026

Say-on-pay support 64,269,756 votes for Non-binding advisory vote on executive compensation

broker non-votes, non-binding, advisory vote, independent registered public accounting firm, Lead Independent Director, +1 more

5 terms

broker non-votes financial

"Broker Non-Votes 64,269,756 | | 8,349,131 | | 397,608 | | 10,089,343"

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.

non-binding, advisory vote regulatory

"The non-binding, advisory vote to approve the compensation of the Company’s named executive officers"

independent registered public accounting firm financial

"PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company"

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.

Lead Independent Director financial

"elected Yujiro S. Hata as Chairman of the Board and Terry Rosen, Ph.D., as the Board’s Lead Independent Director"

A lead independent director is a board member who is not part of company management and is chosen to coordinate and represent the other independent directors, often running sessions without the CEO, helping set meeting agendas, and serving as a liaison between shareholders and the board. For investors, this role signals stronger, more balanced oversight—like a neutral referee who helps ensure decisions are fair, transparent and focused on protecting shareholder interests.

Annual Meeting of Stockholders regulatory

"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”)"

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Understanding 8-K Material Events →

06/23/2026 - 04:05 PM

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 16, 2026

IDEAYA Biosciences, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-38915

47-4268251

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification Number)

5000 Shoreline Court, Suite 300

South San Francisco, California 94080

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (650) 443-6209

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

Name of each exchange

on which registered

Common Stock, $0.0001 par value per share

IDYA

The 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 16, 2026, IDEAYA Biosciences, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on three proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2026. Only stockholders of record as of the close of business on April 20, 2026, the record date for the Annual Meeting, were entitled to vote at the Annual Meeting. As of the record date, 87,860,920 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. The tabulation of the stockholder votes on each proposal brought before the Annual Meeting is as follows:

Proposal 1. The election of three Class I directors to hold office until the 2029 annual meeting of stockholders or until their respective successors are elected:


Nominee	Votes For		Votes Withheld		Broker Non-Votes
Yujiro S. Hata		70,546,418		2,470,077		10,089,343
M. Garret Hampton, Ph.D.		56,718,637		16,297,858		10,089,343
Catherine J. Mackey, Ph.D.		70,281,521		2,734,974		10,089,343

Proposal 2. The ratification of the selection, by the Audit Committee of the Board of Directors of the Company, of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2026:


Votes For	Votes Against	Abstentions
82,579,758	141,240	384,840

As a routine proposal under applicable rules, no broker non-votes were recorded in connection with this proposal.

Proposal 3. The non-binding, advisory vote to approve the compensation of the Company’s named executive officers:


Votes For	Votes Against	Abstentions	Broker Non-Votes
64,269,756	8,349,131	397,608	10,089,343

Item 8.01 Other Events.

Effective June 16, 2026, the Company’s Board of Directors (the “Board”) elected Yujiro S. Hata as Chairman of the Board and Terry Rosen, Ph.D., as the Board’s Lead Independent Director.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Source: View Original Filing on SEC EDGAR

IDEAYA Biosciences reported voting results from its 2026 Annual Meeting of Stockholders. Shareholders voted on director elections, ratification of PricewaterhouseCoopers LLP as auditor, and a non-binding advisory vote on executive compensation, with detailed vote counts disclosed for each proposal.

Three Class I directors stood for election to serve until the 2029 annual meeting. Nominees were Yujiro S. Hata, M. Garret Hampton, Ph.D., and Catherine J. Mackey, Ph.D., each receiving tens of millions of votes for, plus broker non-votes reported separately.

Shareholders considered ratification of PricewaterhouseCoopers LLP as independent registered public accounting firm for the year ending December 31, 2026. The firm received 82,579,758 votes for, 141,240 votes against, and 384,840 abstentions, with no broker non-votes recorded because it was a routine proposal.

In the non-binding advisory vote on named executive officer compensation, IDEAYA Biosciences shareholders cast 64,269,756 votes for, 8,349,131 votes against, and 397,608 abstentions. There were 10,089,343 broker non-votes reported for this proposal under applicable stock exchange rules.

As of the April 20, 2026 record date, IDEAYA Biosciences had 87,860,920 shares of common stock outstanding and entitled to vote at the 2026 Annual Meeting of Stockholders. Only stockholders of record on that date could participate in the vote.

Effective June 16, 2026, the Board of Directors elected Yujiro S. Hata as Chairman of the Board and appointed Terry Rosen, Ph.D., as Lead Independent Director. These roles are in addition to existing board responsibilities disclosed for each individual.

IDEAYA BIOSCIENCES, INC.

Date: June 23, 2026

/s/ Yujiro Hata

Yujiro Hata

President and Chief Executive Officer

3 documents