MaxCyte (NASDAQ: MXCT) investors reelect board and ratify auditor

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

MaxCyte, Inc. held its 2026 annual stockholder meeting on June 17, 2026, where investors voted on board composition and the company’s auditor. Stockholders elected three Class II directors: Patrick Balthrop, Cynthia Collins and Stanley Erck, each receiving more votes for than withheld.

Investors also ratified the Audit Committee’s selection of CohnReznick LLP as MaxCyte’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with over 70 million votes cast in favor and minimal opposition or abstentions.

8-K Event Classification

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.

Key Figures

Votes for Patrick Balthrop: 39,760,379 votes Votes withheld for Patrick Balthrop: 12,728,826 votes Votes for Cynthia Collins: 46,886,614 votes +5 more

8 metrics

Votes for Patrick Balthrop 39,760,379 votes Election of Class II director at 2026 annual meeting

Votes withheld for Patrick Balthrop 12,728,826 votes Election of Class II director at 2026 annual meeting

Votes for Cynthia Collins 46,886,614 votes Election of Class II director at 2026 annual meeting

Votes for Stanley Erck 40,908,701 votes Election of Class II director at 2026 annual meeting

Broker non-votes on director elections 17,814,976 votes Applies to each Class II director nominee

Votes for auditor ratification 70,227,193 votes Ratification of CohnReznick LLP for fiscal year ending December 31, 2026

Votes against auditor ratification 46,732 votes Ratification of CohnReznick LLP for fiscal year ending December 31, 2026

Abstentions on auditor ratification 30,256 votes Ratification of CohnReznick LLP for fiscal year ending December 31, 2026

Key Terms

Submission of Matters to a Vote of Security Holders, Broker Non-Votes, independent registered public accounting firm, Emerging growth company

4 terms

Submission of Matters to a Vote of Security Holders regulatory

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

Broker Non-Votes financial

"Patrick Balthrop | 39,760,379 | ... | 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 CohnReznick LLP as the 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.

Emerging growth company regulatory

"Emerging growth company "

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

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Understanding 8-K Material Events →

06/17/2026 - 04:59 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 17, 2026

MaxCyte, Inc.

(Exact name of registrant as specified in its charter)


Delaware		001-40674		52-2210438
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

9713 Key West Avenue, Suite 400

Rockville, Maryland

20850

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (301) 944-1700

N/A

(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:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	MXCT	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

At the 2026 annual meeting of stockholders of MaxCyte, Inc. (the “Company”) held on June 17, 2026 (the “Annual Meeting”), the Company’s stockholders considered and approved two proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 29, 2026. Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting.

Proposal 1 – Election of Class II Directors:



Nominee	For	Withhold	Broker Non-Votes
Patrick Balthrop	39,760,379	12,728,826	17,814,976
Cynthia Collins	46,886,614	5,602,591	17,814,976
Stanley Erck	40,908,701	11,580,504	17,814,976

Proposal 2 – Ratification of the Audit Committee’s selection of CohnReznick LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2026:



Votes For	Votes Against	Abstentions
70,227,193	46,732	30,256

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.


	MaxCyte, Inc.

Date: June 17, 2026	By:	/s/ Parmeet Ahuja
		Parmeet Ahuja
		Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did MaxCyte (MXCT) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing three Class II directors and ratifying the Audit Committee’s selection of CohnReznick LLP as independent auditor for the fiscal year ending December 31, 2026, based on proposals described in the April 29, 2026 proxy statement.

Which directors were elected at MaxCyte (MXCT)’s 2026 annual meeting?

Stockholders elected Class II directors Patrick Balthrop, Cynthia Collins and Stanley Erck. Each nominee received more votes in favor than withheld, confirming their election to the board as reported in the meeting results disclosure.

How strong was support for MaxCyte (MXCT)’s auditor ratification in 2026?

Stockholders cast 70,227,193 votes for ratifying CohnReznick LLP as independent registered public accounting firm, compared with 46,732 votes against and 30,256 abstentions, indicating very strong support for the Audit Committee’s auditor selection for the 2026 fiscal year.

What were the vote results for MaxCyte (MXCT) director nominee Cynthia Collins?

Cynthia Collins received 46,886,614 votes for and 5,602,591 votes withheld, with 17,814,976 broker non-votes. These results show that a large majority of votes cast favored her election as a Class II director at the 2026 annual meeting.

What were the broker non-votes in MaxCyte (MXCT)’s 2026 director elections?

Each of the three Class II director nominees—Patrick Balthrop, Cynthia Collins and Stanley Erck—had 17,814,976 broker non-votes reported. Broker non-votes arise when brokers lack authority to vote uninstructed shares on certain matters like director elections.

Filing Exhibits & Attachments

3 documents