Cue Biopharma, Inc. 8-K

What Happened

• Cue Biopharma, Inc. (CUE) filed an 8‑K reporting certified results from its April 13, 2026 annual meeting. Stockholders elected six board nominees, ratified RSM US LLP as the company’s auditor for FY2026, approved a non‑binding advisory vote on executive compensation, and approved an amendment authorizing a reverse stock split at a ratio of between 1‑for‑30 and 1‑for‑50 to be implemented at the Board’s discretion. The filing also notes that Usman Azam resigned as President and CEO and as a director effective March 26, 2026; any votes cast for Dr. Azam were disregarded.

Key Details

• Director election vote counts (For / Withheld / Broker Non‑Votes):
  • Pasha Sarraf: 31,989,512 / 3,852,556 / 24,931,610
  • Peter A. Kiener: 24,714,059 / 11,128,009 / 24,931,610
  • Frank Morich: 24,994,890 / 10,847,178 / 24,931,610
  • Pamela Garzone: 32,459,096 / 3,382,972 / 24,931,610
  • Patrick Verheyen: 22,454,565 / 13,387,503 / 24,931,610
  • Jill Broadfoot: 22,158,247 / 13,683,821 / 24,931,610
• Auditor ratification: RSM US LLP approved for FY2026 — For 58,982,168; Against 1,289,439; Abstain 502,071.
• Say‑on‑pay (advisory) vote: For 31,388,709; Against 4,239,819; Abstain 213,540; Broker non‑votes 24,931,610.
• Reverse split amendment approved: For 51,011,729; Against 6,451,156; Abstain 3,310,793. The amendment authorizes a reverse split in the range of 1‑for‑30 to 1‑for‑50; the exact ratio and timing will be set by the Board without further shareholder approval.

Why It Matters

• The authorized reverse stock split, if implemented, will reduce the number of outstanding common shares by a factor between 30 and 50, which will increase the per‑share price proportionally and could affect liquidity, marketability, and per‑share metrics; the Board has full discretion on the exact ratio and timing. Ratification of the independent auditor and approval of executive compensation are routine governance matters. The prior resignation of the CEO (effective March 26, 2026) is confirmed in the filing; management succession and any operational impact would be disclosed separately if material.