STOCK TITAN

Inhibitor Therapeutics holders back board, pay

INTI’s 2026 annual meeting approved all management proposals, including director elections, auditor ratification, incentive plan and executive pay.

(High)
(Negative)
Form Type
8-K

Rhea-AI Filing Summary

Inhibitor Therapeutics, Inc. (INTI) reported the results of its 2026 Annual Meeting of Stockholders held on September 15, 2026. Stockholders elected six directors — Francis E. O’Donnell, Samuel J. Sears, Niraj Vasisht, Michelle Yanez, Michael Jerman and Ronald E. Osman — each to serve a one-year term expiring at the 2027 annual meeting.

Stockholders ratified the appointment of Cherry Bekaert LLP as independent registered public accounting firm for the year ending December 31, 2026. They also approved the 2025 Share Incentive Plan, and, in a non-binding advisory vote, approved the Company’s executive compensation. In addition, stockholders indicated a preferred frequency of future say-on-pay votes of both one year and three years, with the largest support for a three-year frequency.

Positive

  • None.

Negative

  • None.
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.
Votes For – most director nominees 96,676,056 votes Support for director nominees Francis E. O’Donnell, Samuel J. Sears, Niraj Vasisht and Ronald E. Osman
Votes For – Michelle Yanez and Michael Jerman 98,342,951 votes Support for director nominees Michelle Yanez and Michael Jerman
Auditor ratification Votes For 110,776,019 votes Ratification of Cherry Bekaert LLP for fiscal year ending December 31, 2026
Share Incentive Plan Votes For 96,249,721 votes Approval of the 2025 Share Incentive Plan
Say-on-Pay Votes For 96,854,767 votes Non-binding advisory vote approving executive compensation
Say-on-Pay Frequency – 1 year support 22,443,829 votes Advisory vote for annual say-on-pay frequency
Say-on-Pay Frequency – 3 year support 76,086,572 votes Advisory vote for triennial say-on-pay frequency
broker non-votes financial
"Director Nominee | | Votes For | | Withheld | | 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.
non-binding advisory vote financial
"The Company’s executive compensation, by non-binding advisory vote, was approved."
A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.
independent registered public accounting firm financial
"as the Company’s independent registered public accounting firm for the fiscal year"
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.
Share Incentive Plan financial
"The Company’s stockholders approved the 2025 Share Incentive Plan."
A share incentive plan is a company program that gives employees or directors the chance to receive or buy company shares, often after staying with the firm or meeting performance goals. It matters to investors because it’s like giving workers a slice of the company pie to boost performance and loyalty, but issuing those slices can reduce each existing owner’s portion and change metrics such as earnings per share and share count.
frequency of future non-binding advisory votes financial
"indicated, on an advisory basis, the preferred frequency of future non-binding"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did INTI stockholders vote on at the 2026 Annual Meeting?

Stockholders voted on director elections, auditor ratification, approval of the 2025 Share Incentive Plan, a say-on-pay advisory vote on executive compensation, and the frequency of future say-on-pay votes.

Which directors were elected to the INTI board in 2026 and for how long?

Stockholders elected Francis E. O’Donnell, Samuel J. Sears, Niraj Vasisht, Michelle Yanez, Michael Jerman and Ronald E. Osman to the Board for one-year terms expiring at the 2027 Annual Meeting.

Did INTI (symbol INTI) stockholders ratify the company’s auditor for 2026?

Yes. Stockholders ratified Cherry Bekaert LLP as Inhibitor Therapeutics, Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 110,776,019 votes for, 1,668,434 against and 1,501 abstentions.

Was INTI’s 2025 Share Incentive Plan approved by stockholders?

Yes. The 2025 Share Incentive Plan was approved with 96,249,721 votes for, 3,208,603 against, 1,602 abstentions and 12,986,028 broker non-votes at the 2026 Annual Meeting.

How did INTI stockholders vote on executive compensation in 2026?

Executive compensation was approved in a non-binding advisory say-on-pay vote, receiving 96,854,767 votes for, 2,605,058 against, 101 abstentions and 12,986,028 broker non-votes.

What frequency of say-on-pay votes did INTI stockholders prefer?

Stockholders indicated a preference for say-on-pay votes with 22,443,829 votes for 1 year, 10,501 for 2 years, 76,086,572 for 3 years, 919,024 abstentions and 12,986,028 broker non-votes, with the largest support for a three-year frequency.

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

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false 0001042418 0001042418 2026-09-15 2026-09-15 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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 15, 2026

 

Inhibitor Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-13467   30-0793665
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

3014 West Palmira Ave., Suite 302

Tampa, FL

  33629
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (813) 864-2562

 

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 (see General Instruction A.2. below):

 

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))

 

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. ☐

 

Securities registered pursuant to Section 12(b) of the Act: None

 

 

 

 
 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

The information set forth below in Item 5.07 is incorporated by reference in this Item 5.02.

 

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

 

On September 15, 2026, Inhibitor Therapeutics, Inc., a Delaware corporation (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the following three proposals:

 

Proposal 1 - Election of Directors

 

Francis E. O’Donnell, Samuel J. Sears, Niraj Vasisht, Michelle Yanez, Michael Jerman and Ronald E. Osman were each elected to serve on the Board of Directors (the “Board”) for a one-year term that expires at the 2027 Annual Meeting of Stockholders, or until their earlier death, resignation or removal and their successors are elected and qualified. The final results of the voting were as follows:

 

Director Nominee  Votes For  Withheld  Broker
Non-Votes
Francis E. O’Donnell  96,676,056  2,783,870  12,986,028
Samuel J. Sears  96,676,056  2,783,870  12,986,028
Niraj Vasisht  96,676,056  2,783,870  12,986,028
Michelle Yanez  98,342,951  1,116,975  12,986,028
Ronald E. Osman  96,676,056  2,783,870  12,986,028
Michael Jerman  98,342,951  1,116,975  12,986,028

 

Proposal 2 - Auditor Ratification

 

The Company’s stockholders ratified the previous appointment by the Board of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The final results of the voting were as follows:

 

Votes For  Votes Against  Abstentions  Broker
Non-Votes
110,776,019  1,668,434  1,501  -

 

Proposal 3 – Incentive Plan

 

The Company’s stockholders approved the 2025 Share Incentive Plan. The final results of the voting were as follows:

 

Votes For  Votes Against  Abstentions  Broker
Non-Votes
96,249,721  3,208,603  1,602  12,986,028

 

Proposal 4 - Say-on-Pay

 

The Company’s executive compensation, by non-binding advisory vote, was approved. The final results of the voting were as follows:

 

Votes For  Votes Against  Abstentions  Broker
Non-Votes
96,854,767  2,605,058  101  12,986,028

 

Proposal 5 - Frequency of Non-Binding Advisory Votes on Executive Compensation

 

The Company’s stockholders indicated, on an advisory basis, the preferred frequency of future non-binding advisory votes on the compensation of the Company’s named executive officers as follows:

 

1 Year  2 Years  3 Years  Abstain 

Broker

Non-Votes

22,443,829  10,501  76,086,572  919,024  12,986,028

 

1
 

 

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.

 

  INHIBITOR THERAPEUTICS, INC.
Dated: September 18, 2026    
  By: /s/ Francis E. O’Donnell
    Francis E. O’Donnell
    Chief Executive Officer

 

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