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Praxis Precision Medicines (PRAX) shareholders approve board, auditor and say-on-pay

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

Rhea-AI Filing Summary

Praxis Precision Medicines, Inc. reported results of its 2026 Annual Meeting of Stockholders held on June 10, 2026. Stockholders elected three Class III directors — Gregory Norden, Marcio Souza and William Young — to serve until the 2029 annual meeting, with each receiving more than 21 million votes in favor.

Stockholders also ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 26,667,376 votes for and limited opposition. In an advisory, non-binding vote, stockholders approved the compensation of the company’s named executive officers, with 24,054,017 votes for and 824,318 against. No other matters were submitted for a vote.

Positive

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Negative

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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.
Votes for Gregory Norden 24,597,327 votes Election as Class III director at 2026 annual meeting
Votes for Marcio Souza 24,771,396 votes Election as Class III director at 2026 annual meeting
Votes for William Young 21,293,535 votes Election as Class III director at 2026 annual meeting
Auditor ratification votes for 26,667,376 votes Ernst & Young LLP as auditor for year ending Dec. 31, 2026
Say-on-pay votes for 24,054,017 votes Advisory approval of named executive officer compensation
Broker non-votes on director elections 1,815,967 votes Applies to each Class III director nominee
broker non-vote financial
"Class III Director Nominees | Votes For | Votes Withheld | Broker Non-Vote"
independent registered public accounting firm financial
"ratification of Ernst & Young 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.
advisory (non-binding) basis financial
"approved, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers"
Annual Meeting of Stockholders financial
"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”), at which a quorum was present"
quorum financial
"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”), at which a quorum was present"
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.
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Understanding 8-K Material Events →
FALSE000168954800016895482026-06-102026-06-10

 
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 10, 2026
PRAXIS PRECISION MEDICINES, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
001-39620
47-5195942
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)

Praxis Precision Medicines, Inc.
99 High Street, 30th Floor
Boston, Massachusetts 02110
(Address of principal executive offices, including zip code)
(617) 300-8460
(Registrant’s telephone number, including area code)
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:
 
☐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 
Trade
Symbol(s)
 
Name of each exchange
on which registered
Common Stock, $0.0001 par value per share PRAX The Nasdaq Global Select Market
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 10, 2026, Praxis Precision Medicines, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”), at which a quorum was present. The Company held its Annual Meeting to consider and vote on the three proposals set forth below, each of which is described in greater detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 30, 2026. The final voting results are set forth below.
Proposal 1 – Election of Class III Directors
The Company’s stockholders elected Gregory Norden, Marcio Souza and William Young to serve as Class III members of the Board of Directors of the Company until the Company’s 2029 annual meeting of stockholders and until their respective successors are duly elected and qualified, or until their earlier death, resignation or removal, with the votes cast as follows:
Class III Director NomineesVotes ForVotes WithheldBroker Non-Vote
Gregory Norden24,597,327310,9371,815,967
Marcio Souza24,771,396136,8681,815,967
William Young21,293,5353,614,7291,815,967
Proposal 2 – Ratification of Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm
The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with the votes cast as follows:
Votes ForVotes AgainstAbstainBroker Non-Vote
26,667,37639,28517,5700
Proposal 3 – Advisory Vote on Executive Compensation
The Company’s stockholders approved, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers, with the votes cast as follows:
Votes ForVotes AgainstAbstainBroker Non-Vote
24,054,017824,31829,9291,815,967
No other matters were submitted to or voted on by the Company’s stockholders at the Annual Meeting.


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.
 
PRAXIS PRECISION MEDICINES, INC.
Date: June 12, 2026By: /s/ Marcio Souza
 Marcio Souza
 Chief Executive Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did Praxis Precision Medicines (PRAX) stockholders vote on at the 2026 annual meeting?

Stockholders voted on three items: electing three Class III directors, ratifying Ernst & Young LLP as independent auditor for 2026, and approving, on an advisory basis, compensation for named executive officers. All three proposals received majority support based on the reported vote totals.

Were the director nominees elected at the Praxis Precision Medicines (PRAX) 2026 annual meeting?

Yes, all three Class III director nominees were elected. Gregory Norden, Marcio Souza, and William Young each received a majority of votes cast in favor and will serve until the 2029 annual meeting or until earlier death, resignation, or removal, consistent with the company’s governance framework.

How did Praxis Precision Medicines (PRAX) stockholders vote on the 2026 auditor ratification proposal?

Stockholders ratified Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026. The vote totals were 26,667,376 for, 39,285 against, and 17,570 abstentions, with no broker non-votes reported for this ratification item in the results.

What were the results of the Praxis Precision Medicines (PRAX) say-on-pay advisory vote in 2026?

Stockholders approved, on a non-binding advisory basis, the compensation of named executive officers. The vote totals were 24,054,017 for, 824,318 against, and 29,929 abstentions, along with 1,815,967 broker non-votes, indicating majority support for the company’s executive pay program as presented.

Were any other matters voted on at the Praxis Precision Medicines (PRAX) 2026 annual meeting?

No, only three proposals were submitted: election of Class III directors, auditor ratification, and an advisory vote on executive compensation. The company stated explicitly that no other matters were submitted to, or voted on by, stockholders at the 2026 annual meeting.

Who signed the Praxis Precision Medicines (PRAX) report summarizing the 2026 shareholder vote results?

The report summarizing the 2026 annual meeting voting results was signed on behalf of Praxis Precision Medicines, Inc. by Chief Executive Officer Marcio Souza. The signature block identifies him by name and title as the authorized officer executing the document for the registrant.

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