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MediciNova (MNOV) 2026 annual meeting voting recap and totals

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

MediciNova, Inc. reported results from its 2026 annual meeting of stockholders held on June 23, 2026. As of the April 24, 2026 record date, the company had 49,221,246 shares of common stock outstanding, and 29,774,819 shares were represented in person or by proxy, establishing a quorum.

Two director nominees, Hikedi Nagao and Nicole Lemerond, each received more votes "For" than "Against," with substantial broker non-votes recorded. Three additional proposals also showed more "For" than "Against" votes, based on totals of 26,697,794 vs. 1,911,245; 22,156,922 vs. 6,432,457; and 22,656,038 vs. 5,805,893, respectively.

Positive

  • None.

Negative

  • None.
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 outstanding 49,221,246 shares Common stock issued and outstanding as of April 24, 2026 record date
Shares represented at meeting 29,774,819 shares Shares present in person or by proxy at 2026 annual meeting
Votes for Hikedi Nagao 20,910,659 For / 4,569,243 Against Director election at 2026 annual meeting, plus 787,267 Abstain and 3,507,650 broker non-votes
Votes for Nicole Lemerond 21,513,456 For / 3,997,348 Against Director election at 2026 annual meeting, plus 756,365 Abstain and 3,507,650 broker non-votes
Proposal 1 vote totals 26,697,794 For / 1,911,245 Against Additional proposal with 1,165,780 Abstain and no broker non-votes reported
Proposal 2 vote totals 22,156,922 For / 6,432,457 Against Additional proposal with 1,185,440 Abstain and no broker non-votes reported
Proposal 3 vote totals 22,656,038 For / 5,805,893 Against Additional proposal with 1,312,888 Abstain and no broker non-votes reported
quorum financial
"which total constituted a quorum of the issued and outstanding shares on the record date"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
proxy statement regulatory
"The Company filed its definitive proxy statement for the proposals voted upon at the Annual Meeting"
A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.
Broker Non-Vote financial
"Abstain | | Broker Non-Vote Hikedi Nagao | | 20,910,659 | | 4,569,243 | 787,267 | | 3,507,650"
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Learn about SEC filing dates
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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 23, 2026

MEDICINOVA, INC.

(Exact name of registrant as specified in its charter)

DELAWARE

001-33185

33-0927979

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

4275 EXECUTIVE SQUARE,

SUITE 300, LA JOLLA, CA

92037

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (858) 373-1500

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Common Stock, $0.001 par value

MNOV

The Nasdaq Stock Market LLC

 


 

(Title of each class)

(Trading symbol(s))

(Name of each exchange on which registered)

 

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.

MediciNova, Inc. (the “Company”) held its 2026 annual meeting of stockholders on June 23, 2026 (the “Annual Meeting”). The Company filed its definitive proxy statement for the proposals voted upon at the Annual Meeting with the Securities and Exchange Commission on April 29, 2026 (the “Proxy Statement”).

At the close of business on April 24, 2026, the record date of the Annual Meeting, the Company had 49,221,246 shares of common stock issued and outstanding. The holders of a total of 29,774,819 shares of common stock were present at the Annual Meeting, either in person or by proxy, which total constituted a quorum of the issued and outstanding shares on the record date of the Annual Meeting.

Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting

(1)

To elect two Class I Directors nominee named below to serve until the 2029 Annual Meeting of stockholders and until his or her successor has been duly elected and qualified, or, if sooner, until his or her earlier death, resignation or removal. The named nominee was so elected, with the votes thereon at the Annual Meeting as follows:

Final Voting Results

 

Nominees

For

Against

Abstain

Broker Non-Vote

Hikedi Nagao

20,910,659

4,569,243

787,267

3,507,650

Nicole Lemerond

 

21,513,456

3,997,348

756,365

3,507,650

 

(2)

To ratify the selection of BDO USA, P.C. as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026. This proposal was approved, with the votes thereon at the Annual Meeting as follows:

Final Voting Results

For

Against

Abstain

Broker Non-Vote

26,697,794

 

1,911,245

 

1,165,780

 

-

 

 

(3)

To approve an amendment to the Company’s Restated Certificate of Incorporation to increase the number of shares of common stock that the Company is authorized to issue from 100,000,000 to 247,000,000. This proposal was not approved as the Company did not receive “For” votes from the holders of a majority of the Company’s outstanding shares of Common Stock, with the votes thereon at the Annual Meeting as follows:

Final Voting Results

For

Against

Abstain

Broker Non-Vote

22,156,922

 

6,432,457

 

1,185,440

 

-

 

(4)

To approve the adjournment of the Annual Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise, in connection with, one or more of the other proposals to be voted on in the Annual Meeting. This proposal was approved, with the votes thereon at the Annual Meeting as follows:

Final Voting Results

For

Against

Abstain

Broker Non-Vote

22,656,038

 

5,805,893

 

1,312,888

 

-

 

 


 

 

 

SIGNATURE

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.

MEDICINOVA, INC.

By:

/s/ Yuichi Iwaki

Yuichi Iwaki

President and Chief Executive Officer

Date: June 24, 2026

 

 

 


FAQ

How many MediciNova (MNOV) shares were outstanding for the 2026 annual meeting record date?

MediciNova had 49,221,246 shares of common stock issued and outstanding as of the April 24, 2026 record date. This figure determined which stockholders were entitled to vote at the 2026 annual meeting held on June 23, 2026.

What quorum was reached at MediciNova (MNOV) 2026 annual stockholder meeting?

A total of 29,774,819 MediciNova common shares were present in person or by proxy at the 2026 annual meeting. This level of participation constituted a quorum of the issued and outstanding shares as of the April 24, 2026 record date.

How did MediciNova (MNOV) stockholders vote on director nominee Hikedi Nagao in 2026?

Hikedi Nagao received 20,910,659 votes For, 4,569,243 votes Against, and 787,267 Abstentions, with 3,507,650 broker non-votes recorded. The For votes significantly exceeded the Against votes among shares that cast a preference on this director nominee.

What were the 2026 MediciNova (MNOV) voting results for director nominee Nicole Lemerond?

Nicole Lemerond received 21,513,456 votes For, 3,997,348 votes Against, and 756,365 Abstentions, plus 3,507,650 broker non-votes. The number of For votes was higher than the Against votes, indicating broad stockholder support among those expressing a preference.

What were the vote totals on MediciNova (MNOV) non-director proposals at the 2026 meeting?

Three additional proposals recorded For, Against and Abstain tallies of 26,697,794 / 1,911,245 / 1,165,780; 22,156,922 / 6,432,457 / 1,185,440; and 22,656,038 / 5,805,893 / 1,312,888, respectively. Each proposal showed more For votes than Against in the reported results.

Filing Exhibits & Attachments

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