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Get filing alertsProtagonist stockholders approve 2026 equity plan with 650,000 new shares
Filed June 18, 2026 · Period ending June 17, 2026 · ~1 min read
Key Changes
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Stockholders approved new 2026 Equity Incentive Plan with 84.4% support (47.7M for, 8.8M against), authorizing 650,000 new shares plus remaining 2016 plan shares for employee equity compensation.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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Plan replaces 2016 Equity Incentive Plan and permits stock options, stock appreciation rights, restricted stock, and performance-based awards.
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR → -
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Directors Patel and Williams re-elected to Class I with 86.1% and 80.2% support respectively; say-on-pay approved with 94.4% support (53.4M for, 3.2M against).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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Ernst & Young ratified as auditor with 99.9% support (59.4M for, 28K against).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
Summary
Protagonist Therapeutics held its annual stockholder meeting on June 17, 2026, with routine governance outcomes. The most material result was approval of the 2026 Equity Incentive Plan, which replaces the existing 2016 plan and adds 650,000 newly authorized shares to the compensation pool. The plan passed with 84.4% support, a healthy margin though modestly below the approval rates for other proposals.
This authorization expands the company's capacity to grant equity awards for employee retention and incentive purposes. Other meeting results were routine: both Class I directors were re-elected with comfortable majorities, executive compensation received 94.4% approval, and the auditor ratification passed with near-unanimous support at 99.9%.
The equity plan approval represents a standard refresh of the company's compensation toolkit, enabling continued equity grants as the 2016 plan's share reserve depletes. For retail holders, this is a procedural matter with no immediate operational or strategic implications.
Section-by-Section Diff
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
At the Annual Meeting, the Company’s stockholders approved the adoption of the Company’s 2026 Equity Incentive Plan (the “2026 Plan”). The 2026 Plan replaces the Company’s 2016 Equity Incentive Plan (the “2016 Plan”) and provides for the issuance of shares of up to (A) the sum of (i) the shares that remain available for grant under the 2016 Plan as of June 17, 2026 (the “Effective Date”) plus (ii) 650,000 new shares plus (B) shares subject to outstanding stock awards under the 2016 Plan as of the Effective Date that, after such date, expire or terminate for any reason prior to exercise or settlement, are forfeited because of the failure to meet a contingency or condition required to vest such shares or otherwise return to the Company, or are reacquired, withheld (or not issued) to satisfy a tax withholding obligation in connection with an award or to satisfy the purchase price or exercise price of an award.
Stockholders approved a new equity incentive plan that replaces the existing 2016 plan. The share pool consists of any remaining shares from the 2016 plan plus 650,000 newly authorized shares, plus any shares from outstanding 2016 plan awards that later expire, are forfeited, or are used for tax withholding. This expands the company's ability to grant equity compensation to employees and executives.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
Awards granted under the 2026 Plan may consist of stock options, both incentive and “non-qualified” stock options; stock appreciation rights; restricted stock and restricted stock units; and other stock-based awards, any of which may be subject to the achievement of performance goals.
The new plan permits various equity award types including incentive and non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, and other stock-based awards. These awards can be tied to performance goals, providing flexibility in structuring employee compensation.
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
Annual meeting results: directors elected, executive compensation approved, auditor ratified, 2026 equity plan adopted.
Added in current filing · verify on EDGAR →
For | Against | Abstentions | Broker Non-Votes
47,745,562 | 8,826,703 | 17,748 | 2,819,234
The 2026 Equity Incentive Plan was approved with 84.4% support (47.7M for vs 8.8M against). The 15.6% opposition is elevated compared to other proposals but the plan still passed by a comfortable margin, enabling the company to grant equity awards for employee retention and incentive purposes.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
Dinesh V. Patel, Ph.D. 48,714,702 | 7,875,311 | 2,819,234
Lewis T. “Rusty” Williams, M.D., Ph.D. | 45,371,193 | 11,218,820 | 2,819,234
Both Class I director nominees were elected to serve until the 2029 annual meeting. Dr. Patel received 86.1% support (48.7M for vs 7.9M withheld) and Dr. Williams received 80.2% support (45.4M for vs 11.2M withheld) of votes cast. The higher withhold votes for Dr. Williams suggest some shareholder concern but both passed comfortably.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 24, 2026 · How we verify