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TransCode Therapeutics, Inc. (NASDAQ:RNAZ), a clinical-stage biotech company with a current market capitalization of $8.35 million, reported that all proposals presented at its 2025 Annual Meeting of Stockholders, held Friday, were approved. The company, which has seen its stock decline by 96% over the past year, maintains a healthy balance sheet with more cash than debt. The information is based on a press release statement and a recent SEC filing.
According to InvestingPro analysis, TransCode currently shows mixed financial signals, with 13 key investment insights available to subscribers.
Shareholders voted on the election of four directors, an amendment to the company’s 2021 Stock Option and Incentive Plan, the ratification of the independent auditor, and the potential adjournment of the meeting.
Directors Philippe P. Calais, PhD, Thomas A. Fitzgerald, Erik Manting, PhD, and Magda Marquet, PhD, were each elected to one-year terms. Vote counts for the director nominees ranged from 84,002 to 91,912 in favor, with 4,154 to 12,064 votes withheld. There were 216,217 broker non-votes reported for the director elections.
The amendment to the 2021 Stock Option and Incentive Plan, which increases the number of shares available for issuance by 166,724 shares, was approved with 76,322 votes for, 18,310 against, and 1,434 abstentions. There were 216,217 broker non-votes on this proposal.
Shareholders ratified the appointment of WithumSmith+Brown, PC as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The auditor proposal received 301,629 votes for, 7,844 against, and 2,810 abstentions.
An adjournment proposal to allow for the meeting to be adjourned if there were insufficient votes to approve the stock plan amendment was also approved, receiving 78,362 votes for, 15,790 against, and 1,914 abstentions, with 216,217 broker non-votes. However, no motion to adjourn was made since the stock plan amendment was approved.
A total of 833,683 shares were entitled to vote, with 312,283 shares present or represented by proxy at the meeting.
All director nominees were elected and all matters submitted to a vote of shareholders were approved. This summary is based on information disclosed in a press release statement and the company’s filing with the Securities and Exchange Commission.
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