---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-067541"
form_type: "8-K"
ticker: "TVRD"
cik: "0001346830"
company_name: "Tvardi Therapeutics, Inc."
filed_at: "2023-06-02T23:59:59+00:00"
generated_at: "2026-06-14T08:04:09.834669+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Cara Therapeutics holds 2023 annual meeting; elects directors, approves say-on-pay, ratifies auditor

## Summary
- Elected Martin Vogelbaum and Lisa von Moltke as directors for terms expiring at 2026 annual meeting.
- Non-binding say-on-pay approved: 26,928,795 for, 7,711,887 against, 71,219 abstentions.
- Ratified Ernst & Young as independent auditor for FY2023: 43,767,233 for, 179,748 against, 66,965 abstain.
- Broker non-votes on director elections and say-on-pay totaled 9,302,045.

## SEC filing metadata
- accession: 0001104659-23-067541
- form_type: 8-K
- ticker: TVRD
- cik: 0001346830
- company_name: Tvardi Therapeutics, Inc.
- filed_at: 2023-06-02T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1346830/000110465923067541/0001104659-23-067541-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1346830/000110465923067541/tm2317673d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-067541
- JSON: https://secwatch.observer/filing/0001104659-23-067541.json
- Plain text: https://secwatch.observer/filing/0001104659-23-067541.txt

## Key facts
- Shareholder Votes
  Tvardi Therapeutics, Inc. shareholders approved Approval, on a Non-Binding Advisory Basis, of the Compensation of the Company’s Named Executive Officers at the 2023-06-01 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-06-01
  source text: Proposal 2 – Approval, on a Non-Binding Advisory Basis, of the Compensation of the Company’s Named Executive Officers The stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers, by the following votes: Votes For Votes Against Abstentions Broker Non-Votes 26,928,795 7,711,887 71,219 9,302,045
  evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465923067541/0001104659-23-067541-index.htm
- Shareholder Votes
  Tvardi Therapeutics, Inc. shareholders approved Ratification of the Selection of Independent Registered Public Accounting Firm at the 2023-06-01 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-01
  source text: Proposal 3 – Ratification of the Selection of Independent Registered Public Accounting Firm The stockholders ratified the selection by the Audit Committee of the Board of Directors of the Company of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023, by the following votes: Votes For Votes Against Abstentions Broker Non-Votes 43,767,233 179,748 66,965 –
  evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465923067541/0001104659-23-067541-index.htm
- Shareholder Votes
  Tvardi Therapeutics, Inc. shareholders approved Election of Directors at the 2023-06-01 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-01
  source text: Proposal 1 – Election of Directors Mr. Martin Vogelbaum and Dr. Lisa von Moltke were each elected to serve as a director of the Company’s Board of Directors until the 2026 Annual Meeting of Stockholders and until their successor is duly elected or until their earlier resignation or removal, by the following votes: Nominee Votes For Votes Withheld Broker Non-Votes Martin Vogelbaum 28,082,224 6,629,677 9,302,045 Lisa von Moltke, M.D. 32,087,634 2,624,267 9,302,045
  evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465923067541/0001104659-23-067541-index.htm

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