Summit Therapeutics (NASDAQ: SMMT) investors approve directors and 8M-share incentive plan boost

Rhea-AI Filing Summary

Summit Therapeutics Inc. reported results of its 2026 Annual Meeting of Stockholders held on June 10, 2026. Stockholders elected nine directors to serve until the 2027 annual meeting and ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.

Stockholders approved, on a non-binding advisory basis, the compensation of the company’s named executive officers. They also approved an amendment to the Summit Therapeutics Inc. 2020 Stock Incentive Plan to increase the number of shares of common stock issuable under the plan by 8,000,000 shares, providing additional equity for future grants.

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

Plan share increase: 8,000,000 shares Auditor ratification votes for: 677,302,337 votes Say-on-pay votes for: 622,624,328 votes +2 more

5 metrics

Plan share increase 8,000,000 shares Additional shares issuable under 2020 Stock Incentive Plan

Auditor ratification votes for 677,302,337 votes PricewaterhouseCoopers LLP for fiscal year ending December 31, 2026

Say-on-pay votes for 622,624,328 votes Non-binding advisory approval of named executive officer compensation

Plan amendment votes for 619,799,393 votes Approval of 8,000,000-share increase under 2020 Stock Incentive Plan

Highest director support 646,659,701 votes Votes for director nominee Jeff Huber

Key Terms

non-binding advisory vote, independent registered public accounting firm, broker non-votes, Annual Meeting of Stockholders, +1 more

5 terms

non-binding advisory vote financial

"a non-binding advisory vote to approve the compensation paid to the Company’s named executive officers"

A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.

independent registered public accounting firm financial

"the ratification of the appointment of PricewaterhouseCoopers 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.

broker non-votes financial

"as well as the number of abstentions and broker non-votes, as to each such matter"

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.

Annual Meeting of Stockholders financial

"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”)"

Stock Incentive Plan financial

"Summit Therapeutics Inc. 2020 Stock Incentive Plan (the “Plan”) to increase the number of shares"

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.

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Understanding 8-K Material Events →

0001599298FALSE00015992982026-06-102026-06-10

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

Summit Therapeutics Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware			001-36866			37-1979717
(State or Other Jurisdiction of Incorporation)			(Commission File Number)			(IRS Employer Identification No.)
601 Brickell Key Drive, Suite 1000, Miami, FL						33131
(Address of Principal Executive Offices)						(Zip Code)

Registrant’s Telephone Number, Including Area Code: (305) 203-2034

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:

Title of Each Class			Trading Symbol(s)			Name of Each Exchange on Which Registered
Common stock, $0.01 par value per share			SMMT			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.

On June 10, 2026, Summit Therapeutics Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The following matters were submitted to a vote of the Company’s stockholders at the Annual Meeting: (i) the election of nine directors to serve until the Company’s 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified; (ii) the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026; (iii) a non-binding advisory vote to approve the compensation paid to the Company’s named executive officers, and (iv) the approval of an amendment to the Summit Therapeutics Inc. 2020 Stock Incentive Plan (the “Plan”) to increase the number of shares of the Company’s common stock issuable under the Plan by 8,000,000 shares.

Each of the matters submitted to a vote of the Company’s stockholders at the Annual Meeting was approved by the requisite vote of the Company’s stockholders in accordance with the recommendation of the Company’s Board of Directors. Set forth below is the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, as to each such matter, including a separate tabulation with respect to each nominee for director, as applicable:

Proposal 1

Election of Directors

Director Nominees						For						Withheld						Broker Non-Votes
Robert W. Duggan						636,409,964						10,761,538						30,576,341
Mahkam Zanganeh						637,405,433						9,766,069						30,576,341
Manmeet Soni						636,690,652						10,480,850						30,576,341
Kenneth A. Clark						622,127,920						25,043,582						30,576,341
Robert Booth						646,257,923						913,579						30,576,341
Alessandra Cesano						646,263,718						907,784						30,576,341
Yu (Michelle) Xia						636,028,876						11,142,626						30,576,341
Mostafa Ronaghi						646,570,238						601,264						30,576,341
Jeff Huber						646,659,701						511,801						30,576,341

Proposal 2						For						Against						Abstain						Broker Non-Votes
Ratification of the appointment of PricewaterhouseCoopers LLP for the fiscal year ending December 31, 2026						677,302,337						85,284						360,222						—

Proposal 3						For						Against						Abstain						Broker Non-Votes
Non-binding advisory vote to approve the compensation of named executive officers						622,624,328						24,445,791						101,383						30,576,341

Proposal 4						For						Against						Abstain						Broker Non-Votes
Approval of an amendment to the Plan to increase the number of shares of the Company's common stock issuable under the Plan by 8,000,000 shares						619,799,393						27,247,910						124,199						30,576,341

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.

			SUMMIT THERAPEUTICS INC.
Date: June 12, 2026			By:			/s/ Manmeet S. Soni
						Chief Operating Officer, Chief Financial Officer and Director
						(Principal Financial Officer)

FAQ

What did Summit Therapeutics (SMMT) stockholders approve at the 2026 Annual Meeting?

Stockholders approved all four proposals presented. They elected nine directors, ratified PricewaterhouseCoopers LLP as auditor for 2026, supported executive compensation in a non-binding advisory vote, and approved an 8,000,000-share increase to the 2020 Stock Incentive Plan for future equity awards.

How did Summit Therapeutics (SMMT) vote on the 2020 Stock Incentive Plan amendment?

Stockholders approved the stock plan amendment with strong support. The proposal to increase the number of shares issuable under the 2020 Stock Incentive Plan by 8,000,000 shares received 619,799,393 votes for, 27,247,910 against, and 124,199 abstentions, plus 30,576,341 broker non-votes.

Were Summit Therapeutics (SMMT) directors re-elected at the 2026 Annual Meeting?

Nine directors were elected to serve until the 2027 meeting. Each nominee, including Robert W. Duggan and Manmeet Soni, received a majority of votes cast, with individual support ranging from about 622 million to over 646 million votes for, plus 30,576,341 broker non-votes for each.

Did Summit Therapeutics (SMMT) stockholders approve the auditor for 2026?

Yes, stockholders ratified the company’s 2026 auditor. The appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the year ending December 31, 2026 received 677,302,337 votes for, 85,284 against, and 360,222 abstentions, with no broker non-votes reported.

How did Summit Therapeutics (SMMT) stockholders vote on executive compensation?

Executive pay received advisory stockholder approval. The non-binding advisory vote on compensation for named executive officers had 622,624,328 votes for, 24,445,791 against, and 101,383 abstentions, along with 30,576,341 broker non-votes, indicating overall support for the company’s compensation practices.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.0 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 14.4 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 25.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 15.1 KB