Phathom Pharmaceuticals 2026 annual meeting results
Phathom Pharmaceuticals, Inc. reported voting results from its 2026 Annual Meeting of Stockholders held on May 19, 2026.
Rhea-AI Filing Summary
Phathom Pharmaceuticals, Inc. reported voting results from its 2026 Annual Meeting of Stockholders held on May 19, 2026. Stockholders elected Class I directors Steven Basta, Theodore R. Schroeder, and Mark Stenhouse to three-year terms expiring at the 2029 annual meeting.
Stockholders also ratified Ernst & Young LLP as the independent registered public accounting firm for fiscal 2026, with 64,482,757 votes for and limited opposition. In an advisory vote, stockholders approved the compensation of the company’s named executive officers, with 44,449,761 votes for and 2,532,145 against. No other matters were brought to a vote.
Positive
- None.
Negative
- None.
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 Steven Basta: 42,656,800 votes
Votes for Theodore R. Schroeder: 42,578,532 votes
Votes for Mark Stenhouse: 41,249,990 votes
+5 more
8 metrics
Votes for Steven Basta
42,656,800 votes
Election as Class I director at 2026 Annual Meeting
Votes for Theodore R. Schroeder
42,578,532 votes
Election as Class I director at 2026 Annual Meeting
Votes for Mark Stenhouse
41,249,990 votes
Election as Class I director at 2026 Annual Meeting
Auditor ratification votes for
64,482,757 votes
Ratification of Ernst & Young LLP for fiscal 2026
Auditor ratification votes against
49,661 votes
Ratification of Ernst & Young LLP for fiscal 2026
Say-on-pay votes for
44,449,761 votes
Advisory approval of named executive officer compensation
Say-on-pay votes against
2,532,145 votes
Advisory approval of named executive officer compensation
Broker non-votes on say-on-pay
17,487,652 votes
Advisory vote on executive compensation
Key Terms
Emerging growth company, independent registered public accounting firm, say-on-pay, Broker Non-Votes
4 terms
Emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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.
independent registered public accounting firm financial
"ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal 2026"
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.
say-on-pay financial
"Proposal No. 3 – Approval of the Compensation of the Named Executive Officers (“say-on-pay”)"
A say-on-pay is a shareholder vote that gives investors a chance to approve or disapprove a company’s executive compensation packages, typically held at annual meetings. It matters because the vote signals investor satisfaction with how leaders are paid—like customers rating how well managers are rewarded—and can push boards to change pay plans, reducing governance risk and affecting investor confidence and stock value even though the vote is usually advisory rather than legally binding.
Broker Non-Votes financial
"Votes For | | Votes Against | | Abstentions | | Broker Non-Votes 44,449,761"
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Phathom Pharmaceuticals (PHAT) stockholders decide at the 2026 Annual Meeting?
Stockholders elected three Class I directors, ratified Ernst & Young LLP as auditor for 2026, and approved executive compensation on an advisory basis. No other matters were submitted for a vote at the 2026 Annual Meeting.
Which directors were elected at Phathom Pharmaceuticals’ 2026 Annual Meeting?
Stockholders elected Steven Basta, Theodore R. Schroeder, and Mark Stenhouse as Class I directors for three-year terms expiring at the 2029 annual meeting. They will serve until that meeting or until their successors are duly elected and qualified.
How did Phathom Pharmaceuticals (PHAT) stockholders vote on the auditor ratification?
Stockholders ratified Ernst & Young LLP as Phathom Pharmaceuticals’ independent registered public accounting firm for fiscal 2026, with 64,482,757 votes for, 49,661 votes against, and 102,815 abstentions. This confirms stockholder support for retaining Ernst & Young in the auditor role.
Was Phathom Pharmaceuticals’ executive compensation approved by stockholders in 2026?
Yes, stockholders approved the compensation of the named executive officers on a non-binding, advisory basis, with 44,449,761 votes for, 2,532,145 votes against, 165,675 abstentions, and 17,487,652 broker non-votes. This reflects advisory support for the company’s current pay practices.
Were any other proposals considered at Phathom Pharmaceuticals’ 2026 Annual Meeting?
No, only three proposals were considered: election of Class I directors, ratification of Ernst & Young LLP as auditor, and advisory approval of executive compensation. The company states that no other matters were considered or voted upon at the Annual Meeting.
AI-generated analysis. How Rhea-AI works. Not financial advice.
