Shattuck Labs, Inc. Announces Key Decisions from 2026 Annual Meeting of Stockholders

Highlights and Price-Sensitive Developments

• Amendment and Restatement of 2020 Equity Incentive Plan Approved
  • Increase in Shares Available for Issuance: The plan now permits an additional 1,691,082 shares of common stock for issuance.
  • Change in Automatic Annual Share Increase: The method for calculating the yearly increase in available shares has been revised. Starting January 1, 2027, until January 1, 2030, the share reserve will grow each year by 4% of the total outstanding capital stock as of December 31 of the prior year. The Board retains discretion to reduce or eliminate the increase for any given year.
  • Plan Term Extended: The plan’s term is extended through March 23, 2036, providing longer-term incentives for employees, directors, and consultants.
  • Summary and Full Text: Details of the changes are available in Proposal 5 of the definitive proxy statement filed April 8, 2026, and the full plan is available as Exhibit 10.1 to the 8-K.
• Election of Directors and Advisory Votes
  • All nominated directors were elected.
  • Annual Frequency for Advisory Vote on Executive Compensation: Shareholders voted for an annual say-on-pay advisory vote.
  • Executive Compensation Approved: The advisory vote on executive compensation passed.
• Ratification of KPMG LLP as Independent Auditor
  • KPMG LLP was ratified as the Company’s independent auditor for the coming year.

Detailed Voting Results

• Proposal 1: Election of Directors
  • All director nominees received a majority of votes and were elected.
• Proposal 2: Ratification of KPMG LLP as Auditor
  • Votes For: 64,802,807
  • Votes Against: 7,317
  • Abstentions: 5,043
  • Broker Non-Votes: 0
• Proposal 3: Advisory Vote on Executive Compensation
  • Votes For: 53,948,458
  • Votes Against: 21,627
  • Abstentions: 18
  • Broker Non-Votes: 10,607,421
• Proposal 4: Frequency of Advisory Vote on Executive Compensation
  • 1 Year: 53,948,458
  • 2 Years: 21,627
  • 3 Years: 237,643
  • Abstentions: 18
  • Broker Non-Votes: 10,607,421
• Proposal 5: Approval of Amended and Restated 2020 Equity Incentive Plan
  • Votes For: 43,498,166
  • Votes Against: 10,709,563
  • Abstentions: 17
  • Broker Non-Votes: 10,607,421

Potential Impact on Shareholder Value

• The increase in authorized shares for equity grants may lead to future dilution if/when new awards are issued, which could impact share price.
• The revised “evergreen” provision (annual automatic share increases) gives the Board flexibility to expand the plan, potentially increasing dilution risk, but also supports the Company’s ability to attract and retain key talent.
• The extension of the plan’s term to 2036 signals a long-term commitment to employee incentives, which can be positive for growth but may also affect earnings per share if large grants are made.
• The election of directors and approval of executive compensation aligns with management’s recommendations, suggesting stability in governance.
• Annual advisory votes on executive compensation allow shareholders to voice their opinions regularly, potentially influencing future pay practices.
• Ratification of KPMG LLP as auditor is a routine item, with near-unanimous approval, indicating confidence in financial oversight.

Other Shareholder-Relevant Notes

• No written communications, soliciting material, or pre-commencement tender offers were reported as part of this 8-K filing.
• The Company is no longer classified as an “Emerging Growth Company” under SEC rules.
• Common stock is traded under the symbol STTK on the NASDAQ Global Select Market.
• As of the record date (April 2, 2026), there were 75,581,787 shares of common stock entitled to vote.

Summary

The most significant price-sensitive event is the approval and expansion of the 2020 Equity Incentive Plan, which increases the pool of shares available for grants and revises the annual automatic increase mechanism. This could lead to future dilution and will be closely watched by investors. All other proposals, including director elections and auditor ratification, were routine and approved as expected. The Company’s commitment to annual advisory votes on executive compensation and its extension of equity incentives through 2036 reinforce its focus on attracting and retaining key talent for long-term growth.

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