$CBIO·8-K

CRESCENT BIOPHARMA, INC. · Jun 3, 9:02 AM ET

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CRESCENT BIOPHARMA, INC. 8-K

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Crescent Biopharma Reports Annual Meeting Voting Results, Elects Directors

What Happened
Crescent Biopharma, Inc. (filed 8-K June 3, 2026) announced the results of its annual general meeting held June 2, 2026 (record date April 7, 2026). At the record date there were 27,571,935 ordinary shares outstanding and 2,890 Series A non-voting convertible preferred shares (each Series A share carries 1,000 votes for certain director elections). The company elected Jonathan Violin, Ph.D. and Susan Moran, M.D., MSCE as Class II directors, ratified PricewaterhouseCoopers LLP as its independent registered public accounting firm for fiscal 2026, and shareholders approved, on a non‑binding basis, the compensation of the named executive officers and a one‑year frequency for future advisory compensation votes. The Board will hold advisory votes on executive compensation annually until it is changed.

Key Details

  • Record date shares outstanding: 27,571,935 ordinary shares; 2,890 Series A preferred shares (2,890,000 votes in the Series A class).
  • Director elections: Jonathan Violin, Ph.D. — 2,890,000 FOR; Susan Moran, M.D., MSCE — 21,401,136 FOR, 136,056 WITHHELD; 2,403,515 broker non‑votes.
  • Auditor ratification: PwC ratified — 21,049,101 FOR, 1,452 AGAINST, 154 ABSTAIN.
  • Executive pay advisory (non‑binding): compensation approved — 18,346,099 FOR, 300,217 AGAINST, 876 ABSTAIN; frequency vote favored 1 year — 18,644,881 votes.

Why It Matters
These votes confirm board composition and governance direction: re‑electing directors supports continuity of management oversight, and ratifying PwC maintains continuity in external audit oversight. The non‑binding "say‑on‑pay" passed and shareholders favored annual advisory votes; the Board has agreed to hold annual votes going forward, which preserves recurring shareholder input on executive compensation. For investors, these outcomes affect corporate governance and oversight but do not itself change company operations or finances.

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