Foghorn Therapeutics Inc.

06/24/2026 | Press release | Distributed by Public on 06/24/2026 14:01

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 24, 2026, Foghorn Therapeutics Inc. (the "Company") held its 2026 Annual Meeting of Stockholders (the "Annual Meeting"). The following proposals were submitted to the Company's stockholders at the Annual Meeting:
(i) To elect Douglas Cole, M.D., Balkrishan (Simba) Gill, Ph.D., and B. Lynne Parshall as Class III directors, each for a three-year term;
(ii) To ratify the selection of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2026;
(iii) To approve, on an advisory basis, the compensation of the Company's named executive officers; and
(iv) To approve, on an advisory basis, the frequency of future advisory votes on the compensation of the Company's named executive officers.
The proposals are described in detail in the Company's Proxy Statement filed with the U.S. Securities and Exchange Commission on April 30, 2026.
The number of shares of common stock entitled to vote at the Annual Meeting was 58,713,922. The number of shares of common stock present or represented by valid proxy at the Annual Meeting was 51,708,896. The final votes regarding each proposal are set forth below:
(i) Election of directors.
The stockholders of the Company elected each of the following director nominees to serve until the 2029 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified or until his or her earlier death, resignation or removal.
Director Nominee
Votes For
Votes Against Abstentions Broker Non-Votes
Douglas Cole, M.D. 35,118,798 10,987,092 5,562 5,597,444
Simba Gill, Ph.D. 45,956,872 151,145 3,435 5,597,444
B. Lynne Parshall 44,412,258 1,695,530 3,664 5,597,444
(ii) Ratification of appointment of independent registered public accounting firm.
The stockholders of the Company ratified the appointment of Deloitte & Touche LLP as the Company's independent public accounting firm for the fiscal year ending December 31, 2026.
Votes For
Votes Against
Abstentions
Broker Non-Votes
51,661,238 47,431 227 0
(iii) Approval, on an advisory basis, of Foghorn's named executive officers.
The stockholders of the Company approved, on an advisory basis, the compensation paid to the Company's named executive officers.
Votes For
Votes Against
Abstentions
Broker Non-Votes
45,637,005 468,947 5,500 5,597,444
(iv) Approval, on an advisory basis, of the frequency of future advisory votes on the compensation of Foghorn's named executive officers.
The stockholders of the Company approved, on an advisory basis, the frequency of one year for future advisory votes on executive compensation.
One Year
Two Years
Three Years Abstentions Broker Non-Votes
45,574,407 3,577 520,621 12,847 5,597,444
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