Quince Therapeutics: stockholders approve 2026 equity plans and increase authorized shares

What happened The filing reports that on Oct 6, 2026 Quince Therapeutics, Inc. held a special meeting of stockholders where stockholders approved the 2026 Equity Incentive Plan (the “2026 Plan”), the 2026 Employee Stock Purchase Plan (the “2026 ESPP”), and an amendment to the company’s certificate of incorporation to increase authorized common stock. The certificate amendment increasing authorized shares from 250,000,000 to 275,000,000 was filed with the Delaware Secretary of State on Oct 6, 2026, effective as of that date.

Key details

• 2026 Plan initial share reserve: 821,872 shares plus up to 1,377,845 shares from awards under prior plans that become available; automatic annual increases on Jan 1, 2027 through Jan 1, 2036 equal to 5% of total common shares outstanding on the preceding Dec 31 unless the board determines a lesser amount.
• 2026 ESPP initial share reserve: 142,045 shares; automatic annual increases on Jan 1, 2027 through Jan 1, 2036 by the lesser of 1% of outstanding common shares on the preceding Dec 31 or a number equal to two times the initial reserve, subject to board adjustment.
• Vote results (shares present or represented: 611,465 of 1,017,063 outstanding, or 60%): Proposal No. 3 (charter amendment) — 599,460 for, 11,184 against, 821 abstained; Proposal No. 4 (2026 Plan) — 298,960 for, 50,399 against, 575 abstained, 261,531 broker non-votes; Proposal No. 5 (2026 ESPP) — 303,437 for, 45,864 against, 633 abstained, 261,531 broker non-votes.

Why it may matter This Form 8-K reports Items 5.02 (departure or election of directors or certain officers as related to stockholder actions), 5.03 (amendments to articles of incorporation) and 5.07 (submission of matters to a vote of security holders). It describes approvals of the 2026 Plan and 2026 ESPP, the charter amendment increasing authorized common shares, and the voting results at the Oct 6, 2026 special meeting. This filing does not show why the insider traded or why the company acted.