---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-168118"
form_type: "8-K"
ticker: "TCRX"
cik: "0001783328"
company_name: "TScan Therapeutics, Inc."
filed_at: "2023-06-16T23:59:59+00:00"
generated_at: "2026-06-13T23:01:32.354319+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.3
confidence: "high"
source: SEC EDGAR
---

# TScan shareholders approve 7.5M share increase to 2021 equity plan; options granted to executives

## Summary
- Stockholders approved Plan Amendment increasing authorized shares by 7,500,000 to 10,778,048 at June 13 annual meeting.
- CEO Gavin MacBeath granted options for 1,121,300 shares at $2.49; CFO Brian Silver granted 632,500 shares at $2.49, contingent on amendment approval.
- Non-employee director option grants increased to 35,000 shares per director annually, vesting at earlier of one year or next annual meeting.
- Board committee changes: Barbara Klencke joins Audit and Compensation; Gabriela Gruia joins Audit and Nominating; Timothy Barberich steps down from all committees.
- Stockholders also elected Katina Dorton as Class II director and ratified Deloitte & Touche as independent auditor for FY2023.

## SEC filing metadata
- accession: 0001193125-23-168118
- form_type: 8-K
- ticker: TCRX
- cik: 0001783328
- company_name: TScan Therapeutics, Inc.
- filed_at: 2023-06-16T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.3
- confidence: high
- sec_items: 5.02, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1783328/000119312523168118/0001193125-23-168118-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1783328/000119312523168118/d522944d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-168118
- JSON: https://secwatch.observer/filing/0001193125-23-168118.json
- Plain text: https://secwatch.observer/filing/0001193125-23-168118.txt

## Key facts
- Shareholder Votes
  TScan Therapeutics, Inc. shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2023-06-13 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-13
  source text: Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm The stockholders of the Company ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The results of the stockholders’ vote with respect to such ratification were as follows: Votes For Votes Against Abstain 12,320,349 257,552 60
  evidence_url: https://www.sec.gov/Archives/edgar/data/1783328/000119312523168118/0001193125-23-168118-index.htm
- Shareholder Votes
  TScan Therapeutics, Inc. shareholders approved Election of Class II Director at the 2023-06-13 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-13
  source text: Proposal 1 - Election of Class II Director The stockholders of the Company elected Katina Dorton, J.D., M.B.A. as a Class II director, for a three-year term ending at the annual meeting of stockholders to be held in 2026 and until her successor has been duly elected and qualified or until her earlier resignation or removal. The results of the stockholders’ vote with respect to the election of the Class II director were as follows: Name Votes For Votes Withheld Broker Non-Votes Katina Dorton, J.D., M.B.A. 7,876,146 1,351,402 3,350,413
  evidence_url: https://www.sec.gov/Archives/edgar/data/1783328/000119312523168118/0001193125-23-168118-index.htm
- Shareholder Votes
  TScan Therapeutics, Inc. shareholders approved Approval of Amendment of the Company's 2021 Equity Incentive Plan at the 2023-06-13 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2023-06-13
  source text: Proposal 3 – Approval of Amendment of the Company’s 2021 Equity Incentive Plan The stockholders of the Company approved an amendment to the Company’s 2021 Equity Incentive Plan to increase the number of shares of Common Stock that may be subject to awards. The results of the stockholders’ vote with respect to such approval were as follows: Votes For Votes Against Abstain Broker Non-Votes 6,214,939 2,915,794 96,815 3,350,413
  evidence_url: https://www.sec.gov/Archives/edgar/data/1783328/000119312523168118/0001193125-23-168118-index.htm

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