Immunic Inc.

06/29/2026 | Press release | Distributed by Public on 06/29/2026 14:06

Proxy Results, 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 29, 2026, Immunic, Inc., a Delaware corporation (the "Company") held its annual meeting of stockholders (the "Meeting"). At the Meeting, the Company's stockholders approved an amendment to the Company's 2019 Omnibus Equity Incentive Plan, as amended (the "Plan"), to increase the number of shares of common stock, par value $0.0001 per share ("common stock"), authorized for issuance by 6,000,000 shares to a total of 8,644,887 shares (the "Amendment").

A description of the material terms of the Amendment is set forth under the heading "Proposal Number 2 -To Approve an Amendment to the Existing 2019 Omnibus Plan" in the proxy statement filed with the Securities and Exchange Commission (the "SEC") on May 29, 2026, which description is hereby incorporated into this Item 5.02 by reference. A copy of the Plan, as amended by the Amendment, is attached hereto as Exhibit 10.1 and is incorporated into this Item 5.02 by reference.

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

The total number of shares of common stock entitled to vote at the Meeting was 13,621,483, and there were present at the Meeting, in person or by proxy, 8,885,263 shares, which constituted a quorum for the Meeting. At the Meeting, the stockholders voted:

(1) to elect Mr. Michael Bonney, Mr. Thorvald Nagel and Dr. Richard Rudick as Class III Directors to serve until our 2029 annual meeting of stockholders and until their successors are duly elected and qualified;

(2) to approve the Amendment to the Plan; and

(3) to ratify the appointment of Baker Tilly US, LLP ("Baker Tilly") as our independent registered public accounting firm for the fiscal year ending December 31, 2026.

The final results of the stockholders' votes at the Meeting are set forth below:

Proposal 1: Election of Class III Directors

NOMINEE FOR WITHHELD BROKER NON-VOTES
Mr. Michael Bonney 5,692,503 85,660 3,107,100
Mr. Thorvald Nagel 5,064,713 713,450 3,107,100
Dr. Richard Rudick 5,688,265 89,898 3,107,100

Each of the three nominees was elected to the Board, each to hold office until the Company's 2029 annual meeting of stockholders and until their respective successors are elected and qualified.

Proposal 2: Approval of the Amendment to the Plan

FOR AGAINST ABSTAIN BROKER NON-VOTES
4,391,782 1,361,843 24,538 3,107,100

The proposal was approved.

Proposal 3: Ratification of Appointment of Baker Tilly as Independent Registered Public Accounting Firm

FOR AGAINST ABSTAIN BROKER NON-VOTES
8,566,232 249,436 69,595 -

The proposal was approved.

The disclosure set forth in Item 5.02 of this Current Report on Form 8-K is incorporated by reference into this Item 5.07.

Immunic Inc. published this content on June 29, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 29, 2026 at 20:06 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]