Liminatus Pharma Reports 2026 Annual Meeting; Reverse Split Authorized

What Happened

• Liminatus Pharma, Inc. held its 2026 Annual Meeting of Stockholders on August 3, 2026 and reported that holders of 32,446,373 shares (approximately 48.31% of outstanding voting shares as of the record date) were represented.
• Stockholders elected the two Class I director nominees—Nicholas Fernandez and Dr. Ji Yeon Baek—each to a three-year term. Voting on the director elections was: Nicholas Fernandez — For 23,386,602; Against 228,771; Broker Non-Votes 8,831,000. Dr. Ji Yeon Baek — For 23,385,188; Against 230,185; Broker Non-Votes 8,831,000.
• Stockholders ratified Withum Smith+Brown PC as the company’s independent registered public accounting firm for fiscal 2026 (For 31,489,701; Against 893,511; Abstain 63,161).
• Shareholders approved a proposal authorizing the board, at its discretion, to implement a reverse stock split of up to 1-for-50 and to amend the certificate of incorporation to reflect the split (For 30,123,230; Against 2,305,303; Abstain/Withheld 17,840).

Key Details

• Meeting date: August 3, 2026; shares represented: 32,446,373 (~48.31% of voting shares).
• Director election results: Nicholas Fernandez and Dr. Ji Yeon Baek re-elected to three-year terms.
• Auditor ratification: Withum Smith+Brown PC approved as independent registered public accounting firm for 2026.
• Reverse split authorized: Board may implement a reverse stock split at a ratio up to 1-for-50 to meet Nasdaq listing requirements.

Why It Matters

• The reverse stock split authorization gives the board the ability to consolidate shares (up to 1-for-50) to help meet Nasdaq minimum bid-price and listing requirements; this is a tool to address potential delisting risk but does not change the share count until the board acts.
• Re-election of directors and ratification of auditors are routine governance items that provide continuity in management oversight and external financial reporting.
• Voting turnout and the presence of broker non-votes (8.83M on director votes) can affect approval thresholds for certain proposals; investors should watch for any future board action to implement the reverse split.