STOCK TITAN

Protalix (NYSE: PLX) investors approve directors, pay and expanded stock plan

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

Rhea-AI Filing Summary

Protalix BioTherapeutics held its 2026 annual stockholder meeting, where investors approved all proposals presented. Stockholders elected eight directors, with Eliot Richard Forster, Ph.D. receiving 32,871,013 votes for and 2,379,140 withheld, alongside 10,705,177 broker non-votes.

Investors approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 28,368,614 votes for and 6,683,937 against. They also approved an amended and restated 2006 Stock Incentive Plan, increasing the shares available under the plan from 17,475,171 to 20,975,171.

Stockholders ratified the appointment of Kesselman & Kesselman, a member of PricewaterhouseCoopers International Limited, as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 42,958,243 votes for, 2,001,734 against, and 995,352 abstentions.

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.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Plan shares before amendment 17,475,171 shares Common stock available under 2006 Stock Incentive Plan before increase
Plan shares after amendment 20,975,171 shares Common stock available under amended 2006 Stock Incentive Plan
Say-on-pay votes for 28,368,614 votes Advisory approval of named executive officer compensation
Say-on-pay votes against 6,683,937 votes Advisory vote on executive compensation
Plan approval votes for 28,161,656 votes Approval of amended and restated 2006 Stock Incentive Plan
Auditor ratification votes for 42,958,243 votes Ratification of Kesselman & Kesselman as independent auditor for 2026
Votes for Eliot Richard Forster 32,871,013 votes Director election at 2026 annual meeting
broker non-votes financial
"are the number of votes cast for or against or withheld, as applicable, the number of abstentions and the number of 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 basis regulatory
"approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers"
A non-binding, advisory basis means a recommendation or decision that carries no legal force and does not obligate the parties to act; it’s similar to a friendly suggestion rather than a signed promise. For investors, this matters because such guidance can influence market expectations and management plans but offers no guarantee of follow-through, so investors should treat it as informative input rather than a firm commitment.
independent registered public accounting firm regulatory
"as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 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.
Stock Incentive Plan financial
"approved an Amended and Restated Protalix BioTherapeutics, Inc. 2006 Stock Incentive Plan"
A stock incentive plan is a company program that gives employees or directors pieces of ownership or the right to buy shares over time, similar to receiving a bonus paid in company stock instead of cash. Investors pay attention because these plans align staff incentives with long‑term company performance but can also dilute existing shareholders and affect reported profits when grants are expensed, so they influence both ownership percentages and financial results.
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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Learn about SEC filing dates
0001006281false00010062812026-06-252026-06-25

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 25, 2026

Protalix BioTherapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware

  ​ ​ ​

001-33357

  ​ ​ ​

65-0643773

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

2 University Plaza

Suite 100

Hackensack, NJ

07601

(Address of principal executive offices)

(Zip Code)

 Registrant’s telephone number, including area code 201-696-9345

(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 communication 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, $0.001 par value

PLX

NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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

Protalix Biotherapeutics, Inc. (the “Company”) convened its 2026 Annual Meeting of Stockholders (the “Meeting”) at 8:00 A.M. EDT on June 25, 2026 at the offices of LifeSci Advisors, Azrieli Center Round Tower, Derech Menachem Begin 132, 11th Floor, Tel Aviv 6701203, Israel. The Company’s stockholders: (1) elected the eight persons nominated by the Company’s Board of Directors to serve as directors of the Company; (2) approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers; (3) approved an Amended and Restated Protalix BioTherapeutics, Inc. 2006 Stock Incentive Plan (the “Plan”), to increase the number of shares of common stock available under the Plan from 17,475,171 shares to 20,975,171 shares and to amend certain other terms of the Plan; and and (4) ratified the appointment of Kesselman & Kesselman, Certified Public Accountant (Isr.), a Member of PricewaterhouseCoopers International Limited, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

Set forth below, with respect to each proposal adopted at the Meeting, are the number of votes cast for or against or withheld, as applicable, the number of abstentions and the number of broker non-votes.

(1)Election of Directors


For


Withheld

Broker
Non-Votes

Eliot Richard Forster, Ph.D.

32,871,013

2,379,140

10,705,177

Dror Bashan

32,023,297

3,085,555

10,705,177

Amos Bar Shalev

28,788,428

6,461,724

10,705,177

Shmuel “Muli” Ben Zvi, Ph.D.

31,573,749

3,676,403

10,705,177

Pol F. Boudes, M.D.

32,649,206

2,600,947

10,705,177

Christian Elze

32,639,041

2,611,111

10,705,177

Gwen A. Melincoff

32,784,702

2,465,451

10,705,177

Aharon Schwartz, Ph.D.

30,334,262

4,915,890

10,705,177

(2)Approval, on a non-binding, advisory basis, the compensation of the Company’s named executive officers


For


Against


Abstain

Broker
Non-Votes

28,368,614

6,683,937

197,602

10,705,177

(3)Approval of the Plan to increase the number of shares of common stock available under the Plan from 17,475,171 shares to 20,975,171 shares and to amend certain other terms of the Plan


For


Against


Abstain

Broker
Non-Votes

28,161,656

6,974,902

113,594

10,705,177

(4)Ratification of the appointment of Kesselman & Kesselman, Certified Public Accountant (Isr.), a Member of PricewaterhouseCoopers International Limited, as our independent registered public accounting firm for the fiscal year ending December 31, 2026. A majority of the shares present in person or represented by proxy at the meeting and entitled to vote voted affirmatively in favor of the proposal. The number of votes cast with respect to this matter was as follows:

For

Against

Abstain

42,958,243

2,001,734

995,352

Item 9.01Financial Statements and Exhibits

Exhibit No.

 

Description

10.1

Amended and Restated Protalix BioTherapeutics, Inc. 2006 Stock Incentive Plan

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Date: June 25, 2026

PROTALIX BIOTHERAPEUTICS, INC.

 

 

 

 

 

By:

/s/ Gilad Mamlok

 

 

Name:

Gilad Mamlok

 

 

Title:

Sr. Vice President and
Chief Financial Officer

FAQ

What did Protalix BioTherapeutics (PLX) stockholders approve at the 2026 annual meeting?

Stockholders approved all proposals, including electing eight directors, an advisory vote on executive compensation, an amended 2006 Stock Incentive Plan, and ratification of Kesselman & Kesselman as independent auditor for the fiscal year ending December 31, 2026.

How many shares are now available under Protalix (PLX) 2006 Stock Incentive Plan?

The amended and restated 2006 Stock Incentive Plan increases available common shares from 17,475,171 to 20,975,171. This expansion supports future equity awards under the plan as approved by stockholders at the 2026 annual meeting.

How did Protalix (PLX) stockholders vote on executive compensation in 2026?

Stockholders approved, on a non-binding advisory basis, the compensation of Protalix’s named executive officers with 28,368,614 votes for, 6,683,937 against, 197,602 abstentions, and 10,705,177 broker non-votes recorded at the 2026 annual meeting.

Who was ratified as Protalix (PLX) independent auditor for 2026?

Kesselman & Kesselman, Certified Public Accountant (Isr.) and member of PricewaterhouseCoopers International Limited, was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 42,958,243 votes for and 2,001,734 against.

What were the vote results for director elections at Protalix (PLX) 2026 meeting?

Each of the eight director nominees was elected. For example, Eliot Richard Forster, Ph.D. received 32,871,013 votes for and 2,379,140 withheld, with 10,705,177 broker non-votes, indicating broad support across the director slate.

Did Protalix (PLX) stockholders approve the amended stock incentive plan?

Yes. The proposal to approve the amended and restated 2006 Stock Incentive Plan received 28,161,656 votes for, 6,974,902 against, 113,594 abstentions, and 10,705,177 broker non-votes at the 2026 annual stockholder meeting.

Filing Exhibits & Attachments

4 documents