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Get filing alertsTempest Therapeutics adjourns special meeting to Oct 14 after failing to secure votes for charter amendment
Filed September 16, 2026 · Period ending September 15, 2026 · ~1 min read
Key Changes
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high
Special meeting adjourned to October 14, 2026, after insufficient votes to approve a charter amendment proposal.
Item 8.01 verify on EDGAR → -
high
Proposal requires 75% of all votes stockholders could cast, a high threshold not met at the September 15 meeting.
Item 8.01 verify on EDGAR → -
medium
Quorum was met with 72.7% of outstanding shares represented, but approval threshold was not reached.
Item 8.01 verify on EDGAR → -
low
Stockholders have until October 14 to vote or change votes; proxies already submitted remain valid unless revoked.
Item 8.01 verify on EDGAR →
Summary
Tempest Therapeutics held its special meeting on September 15, 2026, but did not receive enough votes to approve a proposed charter amendment. The proposal would replace certain supermajority voting requirements and permit stockholder action by written consent. It requires approval by at least 75% of all votes stockholders would be entitled to cast, a high bar that was not met.
The company adjourned the meeting to October 14, 2026, to allow more time for voting and broader participation. This is a procedural delay, not a rejection of the proposal. Stockholders who have already voted do not need to vote again unless they wish to change their vote.
Section-by-Section Diff
Event · Item 8.01 — Other Events
Item 8.01 — Other Events filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
because there were not sufficient votes to approve the Proposal at the time of the Special Meeting, the Company decided to adjourn the Special Meeting to provide stockholders with additional time to vote and to facilitate broader participation.
The company reconvened its special meeting on September 15, 2026, but did not have enough votes to approve the proposed charter amendment, so it adjourned the meeting again. The meeting will reconvene on October 14, 2026. This is a procedural delay, not a rejection of the proposal.
Added in current filing · verify on EDGAR →
a total of 10,760,144 shares, or 72.7% of the 14,806,997 shares of common stock outstanding as of May 28, 2026, the record date for the Special Meeting, were present virtually or represented by proxy, constituting a quorum.
The meeting had a quorum with 72.7% of outstanding shares represented. However, the proposal requires approval by at least 75% of all votes stockholders would be entitled to cast, a high bar that was not met at this meeting.
Added in current filing · verify on EDGAR →
The Proposal requires the affirmative vote of the holders of at least seventy-five percent (75%) of the votes that all the stockholders would be entitled to cast in any annual election of directors or class of directors.
The proposal seeks to replace specified supermajority voting requirements and permit stockholder action by written consent. It needs 75% of all votes stockholders could cast, not just votes present, making approval difficult.
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Figures/quotes linked to EDGAR · Narrative written by AI · Sep 16, 2026 · How we verify