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8-KAccepted Oct 15, 4:02 PM ET

Senti Biosciences Holdings: reconvened 2026 annual meeting results

SNTISenti Biosciences Holdings, Inc.

Accepted (ET)

4:02 PM

Oct 15, 2026

Filed

Oct 15, 2026

Documents

11

Size

175.7 KB

Summary

Senti Biosciences Holdings: reconvened 2026 annual meeting results

Updated

What happened Senti Biosciences Holdings, Inc. reconvened its virtual 2026 Annual Meeting of Stockholders on Oct 15, 2026 and reported the stockholder votes. The filing says stockholders elected three Class I directors (Timothy Lu, M.D., Ph.D.; Edward Mathers; Frances D. Schulz), ratified KPMG LLP as independent auditor, approved an issuance under Nasdaq Listing Rule 5635(d), approved the Merger Agreement dated Jul 14, 2026, and approved an amendment to effect a reverse stock split at a ratio between 1-for-20 and 1-for-50.

Key details

  • Shares represented at the reconvened meeting: 20,240,055 of 31,145,390 shares entitled to vote, or 64.98% of the total outstanding as of the record date.
  • Director elections: Timothy Lu — For 20,032,711, Withheld 207,344; Edward Mathers — For 15,952,488, Withheld 4,287,567; Frances D. Schulz — For 20,052,049, Withheld 188,006.
  • Ratification of KPMG LLP as independent registered public accounting firm: For 20,133,068, Against 71,877, Abstain 35,110.
  • Approval under Nasdaq Listing Rule 5635(d) for issuance upon exchange of Midco’s Senior Secured Convertible Notes: For 19,763,523, Against 337,042, Abstain 139,490.
  • Merger Agreement (dated Jul 14, 2026) votes: Stockholder approval — For 15,851,146, Against 4,325,620, Abstain 63,289; Majority of the minority approval — For 6,074,146, Against 4,325,620, Abstain 63,289.
  • Approval of amendment to effect reverse stock split (1-for-20 to 1-for-50): For 19,738,507, Against 451,219, Withheld 50,329.

Why it may matter The filing reports Item 5.07: submission of matters to a vote of security holders, showing the outcomes of the reconvened annual meeting votes on director elections, auditor ratification, a Nasdaq rule issuance approval, the Merger Agreement, and a potential reverse stock split. The filing does not show why the insider traded or why the company acted.

AI-written summary · check the filing