Acrivon Therapeutics Inc.

06/17/2026 | Press release | Distributed by Public on 06/17/2026 15:28

Management Change/Compensation (Form 8-K)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 17, 2026, Acrivon Therapeutics, Inc. (the "Company") held its 2026 annual meeting of stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders approved the Acrivon Therapeutics, Inc. Amended and Restated 2022 Equity Incentive Plan (the "Amended and Restated 2022 Plan"), which previously had been approved by the Company's Board of Directors (the "Board"), subject to stockholder approval. The following paragraphs provide a summary of certain terms of the Amended and Restated 2022 Plan.

The purposes of the Amended and Restated 2022 Plan are to secure and retain the services of employees, non-employee directors and consultants, provide incentives for such persons to exert maximum efforts for the success of the Company and its affiliates, and provide such persons with an opportunity to benefit from increases in the value of the Company's common stock through the granting of equity-based awards.

Under the Amended and Restated 2022 Plan, the Company may grant incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other stock-based awards.

Subject to the terms and conditions of the Amended and Restated 2022 Plan, the aggregate number of shares of the Company's common stock that may be issued pursuant to awards granted under the Amended and Restated 2022 Plan is 8,606,723 shares, which includes an increase of 3,000,000 shares approved by the Company's stockholders at the Annual Meeting. In addition, under the terms of the Amended and Restated 2022 Plan, the share reserve automatically increases on January 1 of each year through 2032 by an amount equal to 5% of the Company's fully diluted shares (including outstanding pre-funded warrants) outstanding on the immediately preceding December 31, unless the Board determines a lesser increase for a given year.

The foregoing description of the Amended and Restated 2022 Plan does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amended and Restated 2022 Plan, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting, a quorum of 31,336,993.43 shares of the Company's common stock, or 73.21% of the outstanding shares of common stock entitled to vote as of the record date of April 23, 2026, were present or represented by proxy.

Three items of business were acted upon by the stockholders at the Annual Meeting. The final results for the votes regarding each proposal are set forth below.

Proposal One: Election of Michael Tomsicek, M.B.A. and Charles Baum, M.D., Ph.D. as Class I Directors.

Michael Tomsicek, M.B.A. and Charles Baum, M.D., Ph.D. were each elected to serve as a Class I director to hold office until the Company's 2029 Annual Meeting of Stockholders and until the election and qualification of his successor. Votes were cast as follows:

For

Withheld

Broker Non-Votes

Michael Tomsicek, M.B.A.

24,020,408

1,229,385

6,087,200

Charles Baum, M.D., Ph.D.

23,657,074

1,592,719

6,087,200

Proposal Two: Ratification of Appointment of Independent Registered Public Accounting Firm.


The stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 by the following vote:

For

Against

Abstain

Broker Non-Votes

31,278,962

53,857

4,174

0

Proposal Three: Approval of the Amendment and Restatement of the Company's 2022 Equity Incentive Plan.

The stockholders approved the Acrivon Therapeutics, Inc. Amended and Restated 2022 Equity Incentive Plan. Votes were cast as follows:

For

Against

Abstain

Broker Non-Votes

20,546,400

3,757,400

104,757

6,928,436

Item 9.01 Financial Statements and Exhibits.

Exhibit

Number

Description

10.1

Amended and Restated 2022 Equity Incentive Plan

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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