Kodiak Sciences (NASDAQ: KOD) 2026 meeting approves all proposals

Rhea-AI Filing Summary

FAQ

Filing Exhibits & Attachments

8-K Event Classification

Key Figures

Key Terms

What did Kodiak Sciences (KOD) stockholders vote on at the 2026 annual meeting?

Were all board nominees elected at Kodiak Sciences (KOD) 2026 annual meeting?

How did Kodiak Sciences (KOD) stockholders vote on executive compensation in 2026?

Which audit firm did Kodiak Sciences (KOD) stockholders ratify for fiscal 2026?

What was the shareholder turnout at Kodiak Sciences (KOD) 2026 annual meeting?

How long will the newly elected Kodiak Sciences (KOD) Class II directors serve?

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Kodiak Sciences Inc. reported results of its 2026 annual meeting of stockholders held on June 2, 2026. Stockholders representing 55,026,544 shares, or 88.53% of the common stock entitled to vote, were present.

Three Class II directors — Charles A. Bancroft, Bassil I. Dahiyat, Ph.D., and Taiyin Yang, Ph.D. — were elected to serve until the 2029 annual meeting or until their successors are elected and qualified. Support ranged from 38,940,529 to 49,192,610 votes "for," with broker non-votes recorded on each item.

Stockholders approved, on an advisory basis, the compensation of the named executive officers, with 49,157,143 votes for, 323,196 against and 21,005 abstentions. They also ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 54,716,676 votes for, 52,962 against and 256,906 abstentions.

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

1 item

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 at meeting: 55,026,544 shares Turnout percentage: 88.53% Votes for Bancroft: 38,940,529 votes +4 more

7 metrics

Shares represented at meeting 55,026,544 shares Proxies present at 2026 annual meeting; 88.53% of shares entitled to vote

Turnout percentage 88.53% Percentage of total shares entitled to vote at 2026 annual meeting

Votes for Bancroft 38,940,529 votes For votes for Class II director nominee Charles A. Bancroft

Votes for Dahiyat 48,843,144 votes For votes for Class II director nominee Bassil I. Dahiyat, Ph.D.

Votes for Yang 49,192,610 votes For votes for Class II director nominee Taiyin Yang, Ph.D.

Say-on-pay for votes 49,157,143 votes For votes on advisory approval of named executive officer compensation

Auditor ratification for votes 54,716,676 votes For votes ratifying PricewaterhouseCoopers LLP for fiscal year ending Dec. 31, 2026

broker non-votes, advisory basis, independent registered public accounting firm, Class II director

4 terms

broker non-votes financial

"Broker Non-Votes 5,525,200"

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.

advisory basis financial

"The compensation of the Company’s named executive officers was approved, on an advisory basis, by the stockholders."

independent registered public accounting firm financial

"appointment of PricewaterhouseCoopers LLP as the Company’s 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.

Class II director financial

"The following nominees were each elected as a Class II director to serve until the 2029 annual meeting"

A class II director is a member of a company’s board who belongs to one of several staggered groups of directors, each group standing for election in different years. For investors, this matters because staggered terms slow wholesale board turnover—like rotating members of a neighborhood committee—making sudden changes in control or strategy harder and affecting how quickly shareholders can influence corporate direction.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Understanding 8-K Material Events →

06/04/2026 - 05:22 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 2, 2026

Kodiak Sciences Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-38682

27-0476525

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

1250 Page Mill Road

Palo Alto, CA

94304

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (650) 281-0850

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 Instructions 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))

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, par value $0.0001	KOD	The 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 June 2, 2026, Kodiak Sciences Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, proxies representing 55,026,544 shares of the Company’s common stock, or 88.53% of the total shares entitled to vote, were present and voted on the following proposals, which are described in more detail in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission on April 22, 2026:

Proposal One – Election of Class II Directors.

The following nominees were each elected as a Class II director to serve until the 2029 annual meeting of stockholders or until his or her successor is duly elected and qualified.


Nominee	For	Withheld	Broker Non-Votes
Charles A. Bancroft	38,940,529	10,560,815	5,525,200
Bassil I. Dahiyat, Ph.D.	48,843,144	658,200	5,525,200
Taiyin Yang, Ph.D.	49,192,610	308,734	5,525,200

Proposal Two – Advisory Approval of the Compensation of Named Executive Officers.

The compensation of the Company’s named executive officers was approved, on an advisory basis, by the stockholders.


For	Against	Abstain	Broker Non-Votes
49,157,143	323,196	21,005	5,525,200

Proposal Three – Ratification of the Appointment of Independent Registered Public Accounting Firm.

The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2026 was ratified.


For	Against	Abstain	Broker Non-Votes
54,716,676	52,962	256,906	—

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.

Source: View Original Filing on SEC EDGAR

Kodiak Sciences stockholders voted on electing three Class II directors, approving executive compensation on an advisory basis, and ratifying PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.

Yes. Stockholders elected Charles A. Bancroft, Bassil I. Dahiyat, Ph.D., and Taiyin Yang, Ph.D. as Class II directors to serve until the 2029 annual meeting of stockholders or until their successors are duly elected and qualified, with each nominee receiving a majority of votes cast.

Stockholders approved the compensation of Kodiak Sciences’ named executive officers on an advisory basis, with 49,157,143 votes for, 323,196 against and 21,005 abstentions, plus 5,525,200 broker non-votes recorded on the proposal at the 2026 annual meeting.

Stockholders ratified the appointment of PricewaterhouseCoopers LLP as Kodiak Sciences’ independent registered public accounting firm for the fiscal year ending December 31, 2026, with 54,716,676 votes for, 52,962 against and 256,906 abstentions, and no broker non-votes reported.

Proxies representing 55,026,544 shares of Kodiak Sciences common stock were present at the 2026 annual meeting, equal to 88.53% of the total shares entitled to vote, indicating a high level of shareholder participation in the meeting’s proposals.

The newly elected Class II directors of Kodiak Sciences will serve until the 2029 annual meeting of stockholders or until their respective successors are duly elected and qualified, in line with the company’s classified board structure and stated director terms.

KODIAK SCIENCES INC.

Date: June 4, 2026

/s/ Victor Perlroth

Victor Perlroth, M.D.

Chief Executive Officer

3 documents