--- schema_version: "secwatch.filing_event.v1" accession: "0000950170-23-028589" form_type: "8-K" ticker: "SCYX" cik: "0001178253" company_name: "SCYNEXIS INC" filed_at: "2023-06-16T23:59:59+00:00" generated_at: "2026-06-13T22:22:59.164854+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.55 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # SCYNEXIS shareholders reject officer liability limit; approve equity plans ## Summary - Proposal to amend certificate to limit officer liability failed (12.98M for, 4.07M against, needed majority of 36.5M outstanding shares). - All seven director nominees re-elected; David Angulo received 16.50M for, 0.74M withheld. - 2023 Equity Incentive Plan approved with 9.75M for, 7.21M against. - Advisory vote on executive compensation passed with 13.04M for, 3.87M against. - Ratification of Deloitte & Touche as auditor for FY2023 approved (25.16M for, 1.13M against). ## SEC filing metadata - accession: 0000950170-23-028589 - form_type: 8-K - ticker: SCYX - cik: 0001178253 - company_name: SCYNEXIS INC - filed_at: 2023-06-16T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.55 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1178253/000095017023028589/0000950170-23-028589-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1178253/000095017023028589/scyx-20230614.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000950170-23-028589 - JSON: https://secwatch.observer/filing/0000950170-23-028589.json - Plain text: https://secwatch.observer/filing/0000950170-23-028589.txt ## Key facts - Shareholder Votes SCYNEXIS INC shareholders approved Advisory approval of the compensation of SCYNEXIS's named executive officers as disclosed in the Proxy Statement at the 2023-06-14 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-06-14 source text: Proposal 3: Advisory approval of the compensation of SCYNEXIS's named executive officers as disclosed in this Proxy Statement, was approved. The tabulation of votes on this matter was as follows: For Against Abstain Broker Non-Votes 13,038,648 3,868,468 334,699 9,302,100 evidence_url: https://www.sec.gov/Archives/edgar/data/1178253/000095017023028589/0000950170-23-028589-index.htm - Shareholder Votes SCYNEXIS INC shareholders rejected Amendment to SCYNEXIS's Amended and Restated Certificate of Incorporation, as amended, to limit the liability of certain officers as permitted by Delaware General Corporation Law amendments at the 2023-06-14 meeting. - Proposal: charter amendment - Outcome: failed - Meeting: 2023-06-14 source text: Proposal 4: The amendment of the SCYNEXIS, Inc. Amended and Restated Certificate of Incorporation, as amended, to limit the liability of certain officers of SCYNEXIS as permitted pursuant to recent amendments to the Delaware General Corporation Law, as described in the Proxy Statement, was not approved, as this proposal required a vote of the majority of the shares outstanding (rather than simply a majority of the shares present and entitled to vote), which vote was not obtained (a total of 36,517,442 shares were outstanding on the record date). The tabulation of votes on this matter was as follows: For Against Abstain Broker Non-Votes 12,978,798 4,069,555 193,462 9,302,100 evidence_url: https://www.sec.gov/Archives/edgar/data/1178253/000095017023028589/0000950170-23-028589-index.htm - Shareholder Votes SCYNEXIS INC shareholders approved Election of seven directors proposed by SCYNEXIS for re-election at the 2023-06-14 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-06-14 source text: Proposal 1: Each of the seven directors proposed by SCYNEXIS for re-election was elected to serve until SCYNEXIS’s 2024 Annual Meeting of Stockholders or until his or her respective successor has been elected and qualified. The tabulation of votes on this matter was as follows: For Withheld Broker Non-Votes David Angulo, M.D. 16,502,205 739,610 9,302,100 Armando Anido 16,015,447 1,226,368 9,302,100 Steven C. Gilman, Ph.D. 16,141,648 1,100,167 9,302,100 Ann F. Hanham, Ph.D. 16,267,526 974,289 9,302,100 David Hastings 14,175,218 3,066,597 9,302,100 Guy Macdonald 16,474,638 767,177 9,302,100 Philippe Tinmouth 16,493,678 748,137 9,302,100 evidence_url: https://www.sec.gov/Archives/edgar/data/1178253/000095017023028589/0000950170-23-028589-index.htm - Shareholder Votes SCYNEXIS INC shareholders approved Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-06-14 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-06-14 source text: Proposal 2: The appointment of Deloitte & Touche LLP as SCYNEXIS’s independent registered public accounting firm for the fiscal year ending December 31, 2023, was ratified. The tabulation of votes on this matter was as follows: For Against Abstain Broker Non-Votes 25,161,193 1,133,817 248,905 — evidence_url: https://www.sec.gov/Archives/edgar/data/1178253/000095017023028589/0000950170-23-028589-index.htm - Shareholder Votes SCYNEXIS INC shareholders approved Approval of the SCYNEXIS, Inc. Amended and Restated 2014 Employee Stock Purchase Plan at the 2023-06-14 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-06-14 source text: Proposal 6: The SCYNEXIS, Inc. Amended and Restated 2014 Employee Stock Purchase Plan was approved. The tabulation of votes on this matter was as follows: For Against Abstain Broker Non-Votes 15,588,230 1,474,343 179,242 9,302,100 evidence_url: https://www.sec.gov/Archives/edgar/data/1178253/000095017023028589/0000950170-23-028589-index.htm - Shareholder Votes SCYNEXIS INC shareholders approved Approval of the SCYNEXIS, Inc. 2023 Equity Incentive Plan at the 2023-06-14 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-06-14 source text: Proposal 5: The SCYNEXIS, Inc. 2023 Equity Incentive Plan was approved. The tabulation of votes on this matter was as follows: For Against Abstain Broker Non-Votes 9,751,905 7,212,033 277,877 9,302,100 evidence_url: https://www.sec.gov/Archives/edgar/data/1178253/000095017023028589/0000950170-23-028589-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.