UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of Registrant as Specified in Its Charter)
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
(Telephone number, including area code, of agent for service)
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
| Item 5.02. | Departure of Director or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 16, 2026, Michelle Doig notified BridgeBio Oncology Therapeutics, Inc. (the “Company”), of her resignation as a member of the Board of Directors of the Company (the “Board”) upon the completion of her term as a Class I director, effective as of June 16, 2026, the date of the Company’s 2026 Annual Meeting of Stockholders (the “Annual Meeting”). Ms. Doig’s resignation was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
The proposals set forth below were submitted to the stockholders at the Annual Meeting held on June 16, 2026, with each such proposal described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 28, 2026 (the “Proxy Statement”).
The number of shares of common stock entitled to vote at the Annual Meeting was 80,112,725. The number of shares of common stock present or represented by valid proxy at the Annual Meeting was 48,344,441. The number of votes cast for and against and the number of abstentions, broker non-votes and no votes with respect to each proposal voted upon are set forth below.
Proposal 1 - Election of Directors.
The Company’s stockholders elected the two (2) director nominees below to the Company’s Board of Directors as Class I directors to hold office until the 2029 Annual Meeting of Stockholders of the Company or until their successors are duly elected and qualified.
| Director Nominee | Votes For | Votes Withheld | ||||
| Peter Lebowitz, M.D., Ph.D. |
31,822,504 | 3,372 | ||||
| Frank P. McCormick, Ph.D., F.R.S., D. Sc. |
25,654,119 | 6,171,757 | ||||
There were 2,713,439 broker non-votes and 13,805,126 no votes regarding this proposal.
Proposal 2 - Ratification of Appointment of Independent Registered Accounting Firm.
The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026.
| Votes For | Votes Against | Abstentions | ||
| 34,535,875 | 3,440 | 0 |
There were zero broker non-votes and 13,805,126 no votes regarding this proposal.
SIGNATURES
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 thereunto duly authorized.
| BRIDGEBIO ONCOLOGY THERAPEUTICS, INC. | ||||||
| Date: June 22, 2026 | By: | /s/ Pedro J. Beltran, Ph.D. | ||||
| Name: Pedro J. Beltran, Ph.D. Title: Chief Executive Officer | ||||||