$RIGL·8-K

RIGEL PHARMACEUTICALS INC · May 20, 4:10 PM ET

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RIGEL PHARMACEUTICALS INC 8-K

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Rigel Pharmaceuticals Approves Equity Plan Share Increases at 2026 AGM

What Happened
Rigel Pharmaceuticals, Inc. (RIGL) filed an 8-K on May 20, 2026 reporting results from its May 14, 2026 Annual Meeting. Stockholders approved amendments to the 2018 Equity Incentive Plan (adding 500,000 shares) and to the 2000 Employee Stock Purchase Plan (adding 360,000 shares); both amendments became effective immediately. The filing also reports the election of three directors and advisory and routine votes (say-on-pay and auditor ratification).

Key Details

  • Amended 2018 Equity Incentive Plan: +500,000 shares approved (vote: For 6,497,964; Against 3,813,701; Abstain 409,740; Broker non-votes 3,406,029).
  • Amended 2000 Employee Stock Purchase Plan (ESPP): +360,000 shares approved (vote: For 9,840,922; Against 475,464; Abstain 405,019; Broker non-votes 3,406,029).
  • Director elections (terms to 2029): Alison Hannah, M.D.; Walter Moos, Ph.D.; Raul Rodriguez — each elected (detailed vote totals reported in the filing).
  • Advisory and other votes: Say-on-pay approved (For 9,013,480; Against 1,291,609; Abstain 416,316; BNV 3,406,029). Ernst & Young LLP ratified as auditor (For 12,590,773; Against 1,506,852; Abstain 29,809).

Why It Matters

  • The approved share increases expand the number of shares available for employee and director compensation under the equity incentive plan and the ESPP, which can affect future share dilution as awards are granted or ESPP shares are issued.
  • Director re-elections and the auditor ratification confirm governance continuity. The say-on-pay advisory vote shows majority stockholder support for executive compensation disclosures.
  • These are governance and capital‑structure items investors watch because they influence dilution potential, management incentives, and board oversight.

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