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$CYRX·8-K

Cryoport, Inc. · Jun 9, 5:00 PM ET

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Cryoport, Inc. 8-K

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Cryoport, Inc. Reports 2026 Annual Meeting Results; Equity Plan Amended

What Happened
Cryoport, Inc. filed an 8-K disclosing the results of its June 5, 2026 Annual Meeting of Stockholders. All six director nominees were elected to serve until the 2027 Annual Meeting. Stockholders also ratified Deloitte & Touche LLP as auditor, approved the advisory vote on named executive officer compensation, and approved an amendment to the Cryoport 2018 Omnibus Equity Incentive Plan to increase authorized shares. The amended equity plan (effective June 5, 2026) is filed as Exhibit 10.1 to the 8-K. The company’s Proxy Statement was filed April 22, 2026.

Key Details

  • Directors elected (votes For / Withheld / Broker non-votes):
    • Linda Baddour — 38,883,910 For; 3,835,861 Withheld; 4,507,992 Broker non-votes
    • Daniel M. Hancock — 40,948,468 For; 1,771,303 Withheld; 4,507,992 Broker non-votes
    • Robert Hariri, M.D., Ph.D. — 40,675,339 For; 2,044,432 Withheld; 4,507,992 Broker non-votes
    • Ram M. Jagannath — 40,739,957 For; 1,979,814 Withheld; 4,507,992 Broker non-votes
    • Ramkumar Mandalam, Ph.D. — 40,356,471 For; 2,363,300 Withheld; 4,507,992 Broker non-votes
    • Jerrell W. Shelton — 40,937,536 For; 1,782,235 Withheld; 4,507,992 Broker non-votes
  • Auditor ratification (Proposal 2): 47,014,962 For; 21,499 Against; 191,302 Abstentions.
  • Advisory “say-on-pay” (Proposal 3): 39,533,693 For; 2,390,915 Against; 795,163 Abstentions; 4,507,992 Broker non-votes.
  • Equity plan amendment (Proposal 4): 30,110,893 For; 12,591,758 Against; 17,120 Abstentions; 4,507,992 Broker non-votes. Amendment effective June 5, 2026 and filed as Exhibit 10.1.

Why It Matters
These outcomes set Cryoport’s governance and capital-management framework for the coming year: the board slate is confirmed through the 2027 meeting, the independent auditor is ratified, and shareholders gave broad support to executive compensation. Most materially, the approved amendment increases the shares available under the 2018 Omnibus Equity Incentive Plan, allowing the company to grant additional equity awards — a change that can affect future share-based compensation and the company’s share count over time. Investors tracking governance, potential dilution, and executive pay should note these changes.

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