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

What Happened

• CalciMedica, Inc. filed an 8-K on August 20, 2026 reporting results of its August 19, 2026 Annual Meeting. Stockholders approved an amendment to the company's Amended 2023 Equity Incentive Plan to increase the number of shares authorized for issuance by 7,500,000 shares. The Board had previously approved the amendment on July 20, 2026 and the amended plan is filed as Exhibit 10.1 to the 8-K.
• Other actions approved at the meeting include the election of two Class III directors (Allan Shaw and Robert N. Wilson), ratification of Baker Tilly US, LLP as the independent registered public accounting firm for 2026, stockholder approval to authorize a reverse stock split (1-for-2 to 1-for-10, to be determined by the Board), and approvals related to issuance of warrants under the June 23, 2026 Securities Purchase Agreement.

Key Details

• Record date and voting base: 30,736,401 shares outstanding as of the July 21, 2026 record date.
• Equity plan amendment: approved with 15,855,531 votes FOR, 721,463 AGAINST, 67,164 ABSTENTIONS, and 3,186,133 broker non-votes; adds 7,500,000 shares to the plan.
• Director elections & auditor ratification: Allan Shaw elected (16,385,161 FOR; 258,997 WITHHELD); Robert N. Wilson elected (16,588,456 FOR; 55,702 WITHHELD). Auditor ratification: Baker Tilly US, LLP (19,388,372 FOR; 132,424 AGAINST; 309,495 ABSTENTIONS).
• Reverse split and warrants approvals: reverse split amendment approved (19,277,096 FOR; 542,805 AGAINST). Stockholders approved issuance of Common Warrants under Nasdaq rules: (a) Series A/B warrants to purchase up to 18,673,429 shares each (Proposal 7; 6,874,269 FOR) and (b) Series A/B warrants to certain directors/officers to purchase up to 1,680,565 shares each (Proposal 8; 6,879,162 FOR). Voting tallies for Proposals 7 and 8 reflect Nasdaq rule adjustments for shares not entitled to vote.

Why It Matters

• The approved amendment increases the pool of shares available under the company’s equity incentive plan by 7.5 million shares, which can be used for stock-based compensation—this can lead to future dilution for existing shareholders if granted and vested.
• The reverse stock split authorization (1-for-2 to 1-for-10, at the Board’s discretion) gives the Board a tool to change the company’s share count and per-share market price, which can affect liquidity and share metrics.
• Approval of large warrant issuances (including multi‑million share purchase rights) under the June 23, 2026 financing could also lead to material dilution if exercised. Investors should review the details of the Securities Purchase Agreement and the amended equity plan (filed as Exhibit 10.1) to assess potential future share count and dilution impact.