---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-059138"
form_type: "8-K"
ticker: "BRNS"
cik: "0001828185"
company_name: "Barinthus Biotherapeutics plc."
filed_at: "2023-05-11T23:59:59+00:00"
generated_at: "2026-06-15T04:41:42.531822+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.1
calibrated_materiality_score: 0.1
confidence: "high"
source: SEC EDGAR
---

# Vaccitech shareholders approve all proposals at 2023 AGM

## Summary
- Re-elected directors Karen T. Dawes (18.8M for) and Anne M. Phillips (19.7M for).
- Re-appointed PricewaterhouseCoopers LLP as UK statutory auditors (19.7M for).
- Ratified PwC as independent registered public accounting firm for FY2023 (19.7M for).
- Approved advisory vote on directors' compensation report (19.7M for).
- Received annual accounts for FY2022; no dividend recommended (19.7M for).

## SEC filing metadata
- accession: 0001104659-23-059138
- form_type: 8-K
- ticker: BRNS
- cik: 0001828185
- company_name: Barinthus Biotherapeutics plc.
- filed_at: 2023-05-11T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.1
- calibrated_materiality_score: 0.1
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1828185/000110465923059138/0001104659-23-059138-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1828185/000110465923059138/tm2315505d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-059138
- JSON: https://secwatch.observer/filing/0001104659-23-059138.json
- Plain text: https://secwatch.observer/filing/0001104659-23-059138.txt

## Key facts
- Shareholder Votes
  Barinthus Biotherapeutics plc. shareholders approved To re-elect as a director, Anne M. Phillips, who retires by rotation in accordance with the Company’s Articles of Association at the 2023-05-11 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Ordinary Resolutions For Against Withheld Broker Non- Votes To re-elect as a director, Karen T. Dawes, who retires by rotation in accordance with the Company’s Articles of Association 18,831,028 843,290 65 0 To re-elect as a director, Anne M. Phillips, who retires by rotation in accordance with the Company’s Articles of Association 19,653,086 21,232 65 0 To re-appoint PricewaterhouseCoopers LLP as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders 19,653,422 20,896 65 0 To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 19,653,687 20,696 0 0 To authorize the Audit Committee to determine the Company’s auditors’ remuneration for the fiscal year ending December 31, 2023 19,653,366 20,696 321 0 To receive the U.K. statutory annual accounts and reports for the fiscal year ended December 31, 2022 and to no
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828185/000110465923059138/0001104659-23-059138-index.htm
- Shareholder Votes
  Barinthus Biotherapeutics plc. shareholders approved To re-elect as a director, Karen T. Dawes, who retires by rotation in accordance with the Company’s Articles of Association at the 2023-05-11 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Ordinary Resolutions For Against Withheld Broker Non- Votes To re-elect as a director, Karen T. Dawes, who retires by rotation in accordance with the Company’s Articles of Association 18,831,028 843,290 65 0 To re-elect as a director, Anne M. Phillips, who retires by rotation in accordance with the Company’s Articles of Association 19,653,086 21,232 65 0 To re-appoint PricewaterhouseCoopers LLP as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders 19,653,422 20,896 65 0 To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 19,653,687 20,696 0 0 To authorize the Audit Committee to determine the Company’s auditors’ remuneration for the fiscal year ending December 31, 2023 19,653,366 20,696 321 0 To receive the U.K. statutory annual accounts and reports for the fiscal year ended December 31, 2022 and to no
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828185/000110465923059138/0001104659-23-059138-index.htm
- Shareholder Votes
  Barinthus Biotherapeutics plc. shareholders approved To receive and approve on an advisory basis the Company’s U.K. statutory directors’ compensation report for the fiscal year ended December 31, 2022, which is set forth in Annex A to the Company’s proxy statement at the 2023-05-11 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Ordinary Resolutions For Against Withheld Broker Non- Votes To re-elect as a director, Karen T. Dawes, who retires by rotation in accordance with the Company’s Articles of Association 18,831,028 843,290 65 0 To re-elect as a director, Anne M. Phillips, who retires by rotation in accordance with the Company’s Articles of Association 19,653,086 21,232 65 0 To re-appoint PricewaterhouseCoopers LLP as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders 19,653,422 20,896 65 0 To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 19,653,687 20,696 0 0 To authorize the Audit Committee to determine the Company’s auditors’ remuneration for the fiscal year ending December 31, 2023 19,653,366 20,696 321 0 To receive the U.K. statutory annual accounts and reports for the fiscal year ended December 31, 2022 and to no
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828185/000110465923059138/0001104659-23-059138-index.htm
- Shareholder Votes
  Barinthus Biotherapeutics plc. shareholders approved To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-05-11 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Ordinary Resolutions For Against Withheld Broker Non- Votes To re-elect as a director, Karen T. Dawes, who retires by rotation in accordance with the Company’s Articles of Association 18,831,028 843,290 65 0 To re-elect as a director, Anne M. Phillips, who retires by rotation in accordance with the Company’s Articles of Association 19,653,086 21,232 65 0 To re-appoint PricewaterhouseCoopers LLP as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders 19,653,422 20,896 65 0 To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 19,653,687 20,696 0 0 To authorize the Audit Committee to determine the Company’s auditors’ remuneration for the fiscal year ending December 31, 2023 19,653,366 20,696 321 0 To receive the U.K. statutory annual accounts and reports for the fiscal year ended December 31, 2022 and to no
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828185/000110465923059138/0001104659-23-059138-index.htm
- Shareholder Votes
  Barinthus Biotherapeutics plc. shareholders approved To receive the U.K. statutory annual accounts and reports for the fiscal year ended December 31, 2022 and to note that the Company’s directors do not recommend the payment of any dividend for the fiscal year ended December 31, 2022 at the 2023-05-11 meeting.
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Ordinary Resolutions For Against Withheld Broker Non- Votes To re-elect as a director, Karen T. Dawes, who retires by rotation in accordance with the Company’s Articles of Association 18,831,028 843,290 65 0 To re-elect as a director, Anne M. Phillips, who retires by rotation in accordance with the Company’s Articles of Association 19,653,086 21,232 65 0 To re-appoint PricewaterhouseCoopers LLP as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders 19,653,422 20,896 65 0 To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 19,653,687 20,696 0 0 To authorize the Audit Committee to determine the Company’s auditors’ remuneration for the fiscal year ending December 31, 2023 19,653,366 20,696 321 0 To receive the U.K. statutory annual accounts and reports for the fiscal year ended December 31, 2022 and to no
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828185/000110465923059138/0001104659-23-059138-index.htm
- Shareholder Votes
  Barinthus Biotherapeutics plc. shareholders approved To re-appoint PricewaterhouseCoopers LLP as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders at the 2023-05-11 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Ordinary Resolutions For Against Withheld Broker Non- Votes To re-elect as a director, Karen T. Dawes, who retires by rotation in accordance with the Company’s Articles of Association 18,831,028 843,290 65 0 To re-elect as a director, Anne M. Phillips, who retires by rotation in accordance with the Company’s Articles of Association 19,653,086 21,232 65 0 To re-appoint PricewaterhouseCoopers LLP as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders 19,653,422 20,896 65 0 To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 19,653,687 20,696 0 0 To authorize the Audit Committee to determine the Company’s auditors’ remuneration for the fiscal year ending December 31, 2023 19,653,366 20,696 321 0 To receive the U.K. statutory annual accounts and reports for the fiscal year ended December 31, 2022 and to no
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828185/000110465923059138/0001104659-23-059138-index.htm
- Shareholder Votes
  Barinthus Biotherapeutics plc. shareholders approved To authorize the Audit Committee to determine the Company’s auditors’ remuneration for the fiscal year ending December 31, 2023 at the 2023-05-11 meeting.
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Ordinary Resolutions For Against Withheld Broker Non- Votes To re-elect as a director, Karen T. Dawes, who retires by rotation in accordance with the Company’s Articles of Association 18,831,028 843,290 65 0 To re-elect as a director, Anne M. Phillips, who retires by rotation in accordance with the Company’s Articles of Association 19,653,086 21,232 65 0 To re-appoint PricewaterhouseCoopers LLP as U.K. statutory auditors of the Company, to hold office until the conclusion of the next annual general meeting of shareholders 19,653,422 20,896 65 0 To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 19,653,687 20,696 0 0 To authorize the Audit Committee to determine the Company’s auditors’ remuneration for the fiscal year ending December 31, 2023 19,653,366 20,696 321 0 To receive the U.K. statutory annual accounts and reports for the fiscal year ended December 31, 2022 and to no
  evidence_url: https://www.sec.gov/Archives/edgar/data/1828185/000110465923059138/0001104659-23-059138-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.