MoonLake Immunotherapeutics filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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On Thursday, June 4, 2026, MoonLake Immunotherapeutics (the “Company”) held its 2026 Annual General Meeting of Shareholders (the “Annual Meeting”). As of the close of business on April 9, 2026, the record date for the Annual Meeting, there were 72,852,170 Class A Ordinary Shares entitled to vote at the meeting.
Item 5.02. Departure of Director or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At the Annual Meeting, the Company’s shareholders approved an amendment and restatement of the Company’s 2022 Equity Incentive Plan (as so amended, the “Plan”) to increase the number of Class A Ordinary Shares available for stock-based awards by 5,000,000 shares, remove liberal share recycling provisions, incorporate a one-year minimum vesting requirement, revise the non-employee director compensation limits set forth therein, specify the treatment of outstanding awards in the event of a change in control, extend the term of the Plan to June 4, 2036 and make certain other administrative changes.
For additional information regarding the Plan, please refer to the heading “Summary of the Incentive Plan” contained in Proposal 4 of the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 21, 2026 (the “Proxy Statement”), which description is incorporated herein by reference.
The foregoing description of the Plan and the summary contained in the Proxy Statement do not purport to be complete and are qualified in their entirety by reference to the full text of the Plan, a copy of which is filed as Exhibit 10.1 with this Current Report on Form 8-K and is incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Annual Meeting, the Class I director nominee was elected and the other proposals voted on were approved. The final voting results are set forth below:
| Votes For | Votes Withheld | Broker Non-Votes | |||||||||||
| Proposal 1. Election of the Class I Director Nominee | |||||||||||||
| ● | Spike Loy | 47,222,233 | 3,889,131 | 10,761,142 | |||||||||
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||
| Proposal 2. Ratification, by ordinary resolution, of Baker Tilly US, LLP as Independent Auditor | 61,831,463 | 17,522 | 23,521 | 0 | ||||||||||||
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||
| Proposal 3. Advisory Vote on Executive Compensation | 50,365,168 | 731,158 | 15,038 | 10,761,142 | ||||||||||||
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||
| Proposal 4. Approval of an Amendment and Restatement of the 2022 Equity Incentive Plan | 50,599,032 | 498,186 | 14,146 | 10,761,142 | ||||||||||||
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Exhibit Title or Description | |
| 10.1 | MoonLake Immunotherapeutics Amended and Restated 2022 Equity Incentive Plan | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MoonLake Immunotherapeutics | ||
| Date: June 9, 2026 | By: | /s/ Matthias Bodenstedt |
| Matthias Bodenstedt | ||
| Chief Financial Officer | ||
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