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Get filing alertsDianthus shareholders elect directors, approve executive pay and auditor at annual meeting
Filed May 22, 2026 · Period ending May 21, 2026 · ~1 min read
Key Changes
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low
Anne McGeorge re-elected to Class II board seat with 80.5% support (34.8M for, 8.4M withheld), notably lower than co-directors Kango (98.9%) and Violin (99.0%).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
low
Say-on-pay approved with 95.9% support (41.0M for, 1.7M against), reflecting routine shareholder endorsement of executive compensation practices.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
low
Deloitte & Touche ratified as 2026 auditor with 99.99% approval (46.3M for, 5,279 against).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
Summary
Dianthus held its annual shareholder meeting on May 21, 2026, with routine governance outcomes across all proposals. All three Class II director nominees won re-election to three-year terms expiring in 2029, though Anne McGeorge's 80.5% support level (8.4 million votes withheld) trailed the near-unanimous backing received by fellow directors Sujay Kango and Jonathan Violin. Shareholders also approved executive compensation on an advisory basis with 95.9% support and ratified Deloitte & Touche as the company's independent auditor with near-unanimous approval.
The filing represents standard annual meeting business with no material governance changes or contested proposals. The lower support for McGeorge, while still a comfortable majority, may reflect routine proxy advisor recommendations or individual shareholder concerns but does not indicate broader governance issues given the strong approval of other items.
Section-by-Section Diff
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
Annual meeting results: directors elected, executive compensation approved, auditor ratified.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
Sujay Kango | 42,739,315 | 479,199 | 3,585,554 | Anne McGeorge | 34,814,377 | 8,404,137 | 3,585,554 | Jonathan Violin, Ph.D | 42,799,946 | 418,568 | 3,585,554
Shareholders elected all three Class II director nominees to serve until the 2029 annual meeting. Sujay Kango received 98.9% support (42.7M for vs 0.5M withheld), Jonathan Violin received 99.0% support (42.8M for vs 0.4M withheld), and Anne McGeorge received 80.5% support (34.8M for vs 8.4M withheld). All three elections passed with majority support.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 21, 2026 · How we verify