Whitehawk Therapeutics investors back 2026 proposals

Whitehawk Therapeutics, Inc. reported the results of its 2026 annual meeting of stockholders, where investors voted on director elections, executive pay and the company’s auditor.

Accepted by SEC EDGAR 06/12/2026 - 04:19 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Whitehawk Therapeutics, Inc. reported the results of its 2026 annual meeting of stockholders, where investors voted on director elections, executive pay and the company’s auditor. A total of 40,375,023 common shares, representing approximately 82% of voting power as of April 17, 2026, were present, establishing a quorum.

Stockholders elected three Class III directors – Behzad Aghazadeh, Ph.D., Richard Maroun and Emma Reeve – to terms ending at the 2029 annual meeting. On an advisory basis, stockholders approved the compensation of named executive officers. They also ratified the appointment of BDO USA, P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026.

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

Shares represented at meeting: 40,375,023 shares Voting power represented: approximately 82% Votes for Behzad Aghazadeh, Ph.D.: 26,666,124 votes +4 more

7 metrics

Shares represented at meeting 40,375,023 shares Common stock present or by proxy at 2026 annual meeting

Voting power represented approximately 82% Voting power of issued and outstanding common stock as of April 17, 2026

Votes for Behzad Aghazadeh, Ph.D. 26,666,124 votes For election as Class III director at 2026 annual meeting

Votes for Richard Maroun 27,701,332 votes For election as Class III director at 2026 annual meeting

Votes for Emma Reeve 27,704,564 votes For election as Class III director at 2026 annual meeting

Say-on-pay votes for 22,896,061 votes Advisory approval of named executive officer compensation

Auditor ratification votes for 34,795,850 votes Ratification of BDO USA, P.C. for fiscal year ending December 31, 2026

Key Terms

broker non-votes, advisory basis, independent registered public accounting firm, quorum, +1 more

5 terms

broker non-votes financial

"Director | For | Withheld | 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.

advisory basis financial

"to approve, on an advisory basis, the compensation of the named executive officers"

independent registered public accounting firm financial

"the appointment of BDO USA, P.C. 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.

quorum financial

"constituting a quorum for the transaction of business, were present in person or by proxy"

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.

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Whitehawk Therapeutics (WHWK) stockholders vote on at the 2026 annual meeting?

Stockholders voted on three key items: electing three Class III directors, approving executive compensation on an advisory basis, and ratifying BDO USA, P.C. as independent auditor for the fiscal year ending December 31, 2026. All three proposals received sufficient support to pass.

Were the Class III directors elected at Whitehawk Therapeutics’ 2026 meeting, and how many votes did they receive?

All three Class III director nominees were elected. Behzad Aghazadeh, Ph.D. received 26,666,124 votes for, Richard Maroun received 27,701,332, and Emma Reeve received 27,704,564. Each director also recorded withheld votes and 7,841,674 broker non-votes associated with the election proposal.

How did Whitehawk Therapeutics (WHWK) shareholders vote on executive compensation in 2026?

Shareholders approved, on an advisory basis, the compensation of named executive officers. The vote totaled 22,896,061 shares for, 6,013,600 against, and 3,623,688 abstentions, with 7,841,674 broker non-votes. This advisory vote reflects support for the pay practices detailed in the 2025 Summary Compensation Table.

Did Whitehawk Therapeutics (WHWK) stockholders ratify BDO USA, P.C. as auditor for 2026?

Yes. Stockholders ratified the appointment of BDO USA, P.C. as independent registered public accounting firm for the year ending December 31, 2026. The ratification received 34,795,850 votes for, 1,148,282 against, and 4,430,891 abstentions, indicating strong support for retaining the audit firm.

What level of shareholder participation did Whitehawk Therapeutics (WHWK) have at the 2026 annual meeting?

The meeting had high participation. A total of 40,375,023 shares of common stock were represented in person or by proxy, accounting for approximately 82% of the voting power of issued and outstanding shares as of the April 17, 2026 record date, satisfying quorum requirements.

What was Proposal 2 at Whitehawk Therapeutics’ 2026 annual meeting?

Proposal 2 asked stockholders to approve, on an advisory basis, the compensation of named executive officers listed in the 2025 Summary Compensation Table. It passed with 22,896,061 votes for, 6,013,600 against, and 3,623,688 abstentions, plus 7,841,674 broker non-votes recorded on the proposal.

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

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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 11, 2026

Whitehawk Therapeutics, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-38560	61-1547850
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
2 Headquarters Plaza, East Building 11th Floor
Morristown, New Jersey				07960
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 551 321-2234

(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		Trading Symbol(s)		Name of each exchange on which registered
Common stock, $0.0001 par value per share		WHWK		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.

Whitehawk Therapeutics, Inc. (the “Company”) held its annual meeting of stockholders on June 11, 2026 (the “Annual Meeting”). At the Annual Meeting, 40,375,023 shares of common stock of the Company, representing approximately 82% of the voting power of all issued and outstanding shares of common stock of the Company as of April 17, 2026, the record date for the Annual Meeting, and constituting a quorum for the transaction of business, were present in person or by proxy and considered and voted on the following proposals, each of which is described in more detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 28, 2026 (the “Proxy Statement”): (1) the election of three Class III directors for terms to expire at the Company’s 2029 annual meeting of stockholders and until their respective successors have been duly elected and qualified, or until their earlier resignation, death or removal; (2) on an advisory basis, the compensation of the named executive officers identified in the 2025 Summary Compensation Table in the “Executive Compensation” section of the Proxy Statement; and (3) the ratification of the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the current fiscal year ending December 31, 2026.

The voting results at the Annual Meeting with respect to each of the matters described above were as follows:

Proposal 1: Election of three Class III directors to serve on the Company’s board of directors until the 2029 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified, or until their earlier resignation, death or removal.

Director		For		Withheld	Broker Non-Votes
Behzad Aghazadeh, Ph.D.		26,666,124		5,867,225		7,841,674
Richard Maroun		27,701,332		4,832,017	7,841,674
Emma Reeve		27,704,564		4,828,785	7,841,674

Proposal 2: To approve, on an advisory basis, the compensation of the named executive officers identified in the 2025 Summary Compensation Table in the “Executive Compensation” section of the Proxy Statement.

For		Against		Abstentions		Broker Non-Votes
22,896,061		6,013,600		3,623,688		7,841,674

Proposal 3: Ratification of the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

For		Against		Abstentions
34,795,850		1,148,282		4,430,891

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.

			WHITEHAWK THERAPEUTICS, INC.
Date:	June 12, 2026	By:	/s/ Scott Giacobello
			Scott Giacobello Chief Financial Officer

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