--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-26-074338" form_type: "8-K" ticker: "PVLA" cik: "0001583648" company_name: "PALVELLA THERAPEUTICS, INC." filed_at: "2026-06-16T12:30:30+00:00" generated_at: "2026-06-16T12:35:17.910850+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.45 calibrated_materiality_score: 0.45 confidence: "high" source: SEC EDGAR --- # Palvella stockholders approve 750K-share increase to 2024 equity plan; re-elect three directors ## Summary - Stockholders approved amendment to 2024 equity incentive plan, increasing authorized shares by 750,000. Votes: 7,692,709 for, 2,475,470 against. - Re-elected George M. Jenkins, Todd C. Davis, and John Doux, M.D. as Class III directors until 2029 annual meeting. - Ratified Ernst & Young as independent auditor for 2026 fiscal year: 11,557,687 for, 13,216 against, 6,566 abstain. - Advisory vote on executive compensation approved (10,008,180 for); board determined future say-on-pay every year. ## SEC filing metadata - accession: 0001104659-26-074338 - form_type: 8-K - ticker: PVLA - cik: 0001583648 - company_name: PALVELLA THERAPEUTICS, INC. - filed_at: 2026-06-16T12:30:30+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.45 - calibrated_materiality_score: 0.45 - confidence: high - sec_items: 5.02, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1583648/000110465926074338/0001104659-26-074338-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1583648/000110465926074338/tm2618003d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-26-074338 - JSON: https://secwatch.observer/filing/0001104659-26-074338.json - Plain text: https://secwatch.observer/filing/0001104659-26-074338.txt ## Key facts - Shareholder Votes PALVELLA THERAPEUTICS, INC. shareholders approved Approval, on an advisory basis, of the compensation of the Company’s named executive officers in 2025. - Proposal: say on pay - Outcome: passed source text: Proposal 3 - Approval, on an advisory basis, of the compensation of the Company’s named executive officers in 2025. The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers in 2025, as follows: Votes For Votes Against Abstentions Broker Non-Votes 10,008,180 160,717 7,157 1,401,415 evidence_url: https://www.sec.gov/Archives/edgar/data/1583648/000110465926074338/0001104659-26-074338-index.htm - Shareholder Votes PALVELLA THERAPEUTICS, INC. shareholders approved Approval of an adjournment of the Annual Meeting to the extent there are insufficient votes at the Annual Meeting to approve Proposal 5. - Outcome: passed source text: Proposal 6 – Approval of an adjournment of the Annual Meeting to the extent there are insufficient votes at the Annual Meeting to approve Proposal 5. The stockholders approved an adjournment of the Annual Meeting to the extent there were insufficient votes to approve Proposal 5, but such an adjournment was not necessary in light of the approval of Proposal 5 at the Annual Meeting. The voting results for the adjournment proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 7,649,243 2,519,068 7,743 1,401,415 evidence_url: https://www.sec.gov/Archives/edgar/data/1583648/000110465926074338/0001104659-26-074338-index.htm - Shareholder Votes PALVELLA THERAPEUTICS, INC. shareholders approved Approval of an amendment to the Palvella Therapeutics, Inc. 2024 Equity Incentive Plan to increase the authorized shares issuable thereunder by 750,000 shares. - Proposal: equity plan - Outcome: passed source text: Proposal 5 – Approval of an amendment to the Palvella Therapeutics, Inc. 2024 Equity Incentive Plan to increase the authorized shares issuable thereunder by 750,000 shares. The stockholders approved the Plan Amendment, as follows: Votes For Votes Against Abstentions Broker Non-Votes 7,692,709 2,475,470 7,875 1,401,415 evidence_url: https://www.sec.gov/Archives/edgar/data/1583648/000110465926074338/0001104659-26-074338-index.htm - Shareholder Votes PALVELLA THERAPEUTICS, INC. shareholders approved Ratification of Independent Registered Public Accountant. - Proposal: auditor ratification - Outcome: passed source text: Proposal 2 - Ratification of Independent Registered Public Accountant. The appointment of Ernst &Young LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year was ratified, as follows: Votes For Votes Against Abstentions 11,557,687 13,216 6,566 evidence_url: https://www.sec.gov/Archives/edgar/data/1583648/000110465926074338/0001104659-26-074338-index.htm - Shareholder Votes PALVELLA THERAPEUTICS, INC. shareholders approved Approval, on an advisory basis, of the preferred frequency of future advisory votes on the compensation paid to the Company’s named executive officers. - Proposal: say on pay frequency - Outcome: passed source text: Proposal 4 - Approval, on an advisory basis, of the preferred frequency of future advisory votes on the compensation paid to the Company’s named executive officers. The stockholders approved, on an advisory basis, the preferred frequency of future advisory votes on compensation of the Company’s named executive officers, as follows: Every Year Every 2 Years Every 3 Years Abstain Broker Non-Votes 9,183,170 1,002 984,332 7,550 1,401,415 evidence_url: https://www.sec.gov/Archives/edgar/data/1583648/000110465926074338/0001104659-26-074338-index.htm - Shareholder Votes PALVELLA THERAPEUTICS, INC. shareholders approved Election of Class III Directors. - Proposal: director election - Outcome: passed source text: Proposal 1 - Election of Class III Directors. George M. Jenkins, Todd C. Davis and John Doux, M.D . were elected to the Board as Class III directors to serve until the Company’s 2029 Annual Meeting of Stockholders and until their successors, if any, are duly elected and qualified or appointed, or their earlier death, resignation, retirement, disqualification or removal, as follows: Name Votes For Votes Withheld Broker Non-Votes George M. Jenkins 9,907,220 268,834 1,401,415 Todd C. Davis 8,321,303 1,854,751 1,401,415 John Doux, M.D. 9,958,528 217,526 1,401,415 evidence_url: https://www.sec.gov/Archives/edgar/data/1583648/000110465926074338/0001104659-26-074338-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.