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vTv Therapeutics (Nasdaq: VTVT) details 2026 shareholder votes on board, auditor and pay

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

Rhea-AI Filing Summary

vTv Therapeutics Inc. held its 2026 Annual Meeting of Stockholders on June 26, 2026. Stockholders elected seven directors, including Srinivas Akkaraju, Raymond Cheong, Fahed Al Marzooqi, Richard S. Nelson, Anne Phillips, Paul Sekhri, and Daniel K. Spiegelman, each to serve until the 2027 annual meeting or until a successor is elected and qualified.

Stockholders also ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026, with 2,964,869 votes for, 1,952 against, and 2,869 abstentions. In addition, they cast a nonbinding advisory vote on executive compensation, with 686,535 votes for, 5,291 against, 1,967,329 abstentions, and 310,535 broker non-votes.

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.
Akkaraju director votes for 720,963 votes For election of director Srinivas Akkaraju at 2026 annual meeting
Al Marzooqi director votes for 2,395,229 votes For election of director Fahed Al Marzooqi at 2026 annual meeting
Nelson director votes for 2,395,013 votes For election of director Richard S. Nelson at 2026 annual meeting
Auditor ratification for 2,964,869 votes Votes for ratifying Ernst & Young LLP for fiscal year 2026
Auditor ratification against 1,952 votes Votes against ratifying Ernst & Young LLP for fiscal year 2026
Say-on-pay for 686,535 votes Nonbinding advisory vote for executive compensation
Say-on-pay abstain 1,967,329 votes Nonbinding advisory vote abstentions on executive compensation
Broker non-votes 310,535 votes Broker non-votes on director elections and say-on-pay
broker non votes financial
"Director Nominee | For | Withheld | Broker Non Votes"
independent registered public accounting firm financial
"The appointment of Ernst & Young LLP as our 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.
nonbinding advisory basis financial
"stockholders voted on a nonbinding advisory basis on the compensation paid"
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.
Annual Meeting of Stockholders financial
"held its 2026 Annual Meeting of Stockholders"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →
FALSE0001641489Nasdaq00016414892026-06-262026-06-26

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 26, 2026
vTv Therapeutics Inc.
(Exact name of registrant as specified in its charter)
Delaware
001-37524
47-3916571
(State or other jurisdiction
of incorporation)
(Commission File No.)
(IRS Employer
Identification No.)
3980 Premier Drive, Suite 110
High Point, NC 27265
(Address of principal executive offices)
(336) 841-0300
(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 (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 classTrading Symbol(s)Name of each exchange on which registered
Class A common stock, par value $0.01 per shareVTVT
Nasdaq Capital 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 26, 2026, vTv Therapeutics Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The matters voted on at the Annual Meeting and the votes cast with respect to each such matter are set forth below:

(1)Based on the following results of the voting, the Company’s stockholders elected the nominees listed below to the Company’s Board of Directors, each to serve for a term to expire at the Company’s 2027 annual meeting of stockholders or until their successors are duly elected and qualified:

Director Nominee
For
Withheld
Broker Non Votes
Srinivas Akkaraju
720,9631,938,192310,535
Raymond Cheong
729,4891,929,666310,535
Fahed Al Marzooqi2,395,229263,926310,535
Richard S. Nelson
2,395,013264,142310,535
Anne Phillips
905,9381,753,217310,535
Paul Sekhri
905,3251,753,830310,535
Daniel K. Spiegelman
774,2441,884,911310,535
(2)The appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026, was ratified based on the following results of the voting:

For
AgainstAbstainBroker Non Votes

2,964,8691,9522,8690
(3)The Company’s stockholders voted on a nonbinding advisory basis on the compensation paid to the Company’s named executive officers as follows:
For
AgainstAbstainBroker Non Votes

686,5355,2911,967,329310,535


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.
VTV THERAPEUTICS INC.
By:
/s/ Michael Tung
Name:
Michael Tung
Title:
Executive Vice President and Chief Financial Officer
Dated: June 29, 2026

Source: View Original Filing on SEC EDGAR

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