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Immunovant holders back board, pay and auditor

Immunovant stockholders elected three directors, ratified Ernst & Young as auditor, and approved executive pay at the 2026 annual meeting.

(Moderate)
(Negative)
Form Type
8-K

Rhea-AI Filing Summary

Immunovant, Inc. (IMVT) reported the results of its 2026 Annual Meeting of Stockholders held on September 2, 2026, with approximately 96% of common and Series A preferred shares entitled to vote represented in person or by proxy. Stockholders elected Jacob Bauer, Douglas Hughes and Robert Susman as directors until the 2027 annual meeting. They also ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending March 31, 2027, and approved, on a non-binding advisory basis, the compensation of Immunovant’s named executive officers as disclosed in the proxy statement.

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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.
Shares represented 198,373,370 shares Shares of common stock and Series A preferred stock represented at the 2026 Annual Meeting, about 96% of shares entitled to vote
Votes for Robert Susman 181,604,476 votes Election as director at the 2026 Annual Meeting
Votes for Douglas Hughes 174,053,304 votes Election as director at the 2026 Annual Meeting
Votes for Jacob Bauer 162,872,114 votes Election as director at the 2026 Annual Meeting
Auditor ratification votes for 198,148,265 votes Ratification of Ernst & Young LLP for fiscal year ending March 31, 2027
Say-on-pay votes for 180,772,822 votes Non-binding advisory approval of named executive officer compensation
Broker non-votes 9,070,806 votes On director elections and say-on-pay proposal
broker non-votes financial
"Votes For | Votes Against | Votes Abstain | 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
"selection of Independent Registered Public Accounting Firm"
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.
non-binding advisory basis financial
"approved, on a non-binding advisory basis, the compensation"
A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.

FAQ

What was the shareholder turnout at Immunovant (IMVT)'s 2026 annual meeting?

Turnout was high, with 198,373,370 shares of common stock and Series A preferred stock represented, approximately 96% of the shares entitled to vote at the 2026 Annual Meeting.

Which directors were elected at Immunovant (IMVT)'s 2026 annual meeting and how many votes did they receive?

Stockholders elected Jacob Bauer (162,872,114 votes for), Douglas Hughes (174,053,304 votes for), and Robert Susman (181,604,476 votes for), each to serve until the 2027 Annual Meeting and until their successors are duly elected and qualified.

Did Immunovant (IMVT) stockholders ratify the auditor for fiscal 2027?

Yes. Stockholders ratified Ernst & Young LLP as Immunovant’s independent registered public accounting firm for the fiscal year ending March 31, 2027, by votes of 198,148,265 for, 187,390 against, and 37,715 abstaining.

How did Immunovant (IMVT) stockholders vote on executive compensation in 2026?

On a non-binding advisory basis, stockholders approved the compensation of Immunovant’s named executive officers, with 180,772,822 votes for, 8,437,839 against, 91,903 abstentions, and 9,070,806 broker non-votes.

Were there broker non-votes at Immunovant (IMVT)'s 2026 annual meeting?

Yes. There were 9,070,806 broker non-votes recorded on the director elections and the non-binding advisory vote on executive compensation, as reflected in the voting results tables.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
0001764013FALSE00017640132026-09-022026-09-02

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): September 2, 2026
IMMUNOVANT, INC.
(Exact name of Registrant as specified in its Charter)

Delaware001-3890683-2771572
(State or other jurisdiction of incorporation or organization)
(Commission File Number)(IRS Employer Identification No.)
1000 Park Forty Plaza, Suite 210
Durham,NC27713
(Address of principal executive offices)(Zip Code)
(917) 410-3120
Registrant’s telephone number, including area code
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, $0.0001 par value per shareIMVTThe Nasdaq Stock Market LLC

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 September 2, 2026, Immunovant, Inc. (Immunovant) held its 2026 Annual Meeting of Stockholders (the Annual Meeting). There were 198,373,370 shares of common stock and Series A preferred stock represented at the Annual Meeting by valid proxies or voted at the Annual Meeting, which was approximately 96% of the shares of common stock and Series A preferred stock entitled to vote at the Annual Meeting. At the Annual Meeting, Immunovant’s stockholders voted on the three proposals set forth below. A more detailed description of each proposal is set forth in Immunovant’s definitive proxy statement for the Annual Meeting (the Proxy Statement), which was filed with the Securities and Exchange Commission on July 22, 2026.

Proposal 1 – Election of Directors

Jacob Bauer, Douglas Hughes and Robert Susman were each elected to serve as a member of Immunovant’s Board of Directors (the Board), until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified, by the following votes:


NomineeVotes ForVotes WithheldBroker Non-Votes
Jacob Bauer162,872,11426,430,4509,070,806
Douglas Hughes174,053,30415,249,2609,070,806
Robert Susman181,604,4767,698,0889,070,806


Proposal 2 – Ratification of the Selection of Independent Registered Public Accounting Firm

The stockholders ratified the selection by the Audit Committee of the Board of Ernst & Young LLP as Immunovant’s independent registered public accounting firm for the fiscal year ending March 31, 2027, by the following votes:


Votes ForVotes AgainstVotes Abstain
198,148,265187,39037,715

Proposal 3 - Approval, on a Non-Binding Advisory Basis, of the Compensation of Immunovant’s Named Executive Officers

The stockholders approved, on a non-binding advisory basis, the compensation of Immunovants named executive officers, as disclosed in the Proxy Statement, including the compensation tables and related narrative disclosures, by the following votes:

Votes ForVotes AgainstVotes AbstainBroker Non-Votes
180,772,8228,437,83991,9039,070,806




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.
IMMUNOVANT, INC.
By:/s/ Tiago Girao
Tiago Girao
Chief Financial Officer
Date: September 3, 2026

Filing Exhibits & Attachments

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