---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-245615"
form_type: "8-K"
ticker: "NERV"
cik: "0001598646"
company_name: "Minerva Neurosciences, Inc."
filed_at: "2023-09-28T23:59:59+00:00"
generated_at: "2026-06-10T07:37:45.380759+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.05
calibrated_materiality_score: 0.05
confidence: "high"
source: SEC EDGAR
---

# Minerva Neurosciences stockholders approve all proposals at 2023 annual meeting

## Summary
- Directors David Kupfer and Jan van Heek elected with ~3.25M and ~3.37M votes, respectively.
- Equity plan amendment approved to increase authorized shares by 700,000; 3.28M for, 577K against.
- Advisory vote on named executive officer compensation passed with 3.74M for, 71K against.
- Ratification of Deloitte & Touche as auditor for FY2023 approved with 5.06M for.

## SEC filing metadata
- accession: 0001193125-23-245615
- form_type: 8-K
- ticker: NERV
- cik: 0001598646
- company_name: Minerva Neurosciences, Inc.
- filed_at: 2023-09-28T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.05
- calibrated_materiality_score: 0.05
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1598646/000119312523245615/0001193125-23-245615-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1598646/000119312523245615/d558875d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-245615
- JSON: https://secwatch.observer/filing/0001193125-23-245615.json
- Plain text: https://secwatch.observer/filing/0001193125-23-245615.txt

## Key facts
- Shareholder Votes
  Minerva Neurosciences, Inc. shareholders approved Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers at the 2023-09-27 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-09-27
  source text: Proposal 3: Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers . The Company’s stockholders approved Proposal 3. The votes cast were as follows: For Against Abstain Broker Non-Votes 3,738,851 71,469 53,727 1,442,953
  evidence_url: https://www.sec.gov/Archives/edgar/data/1598646/000119312523245615/0001193125-23-245615-index.htm
- Shareholder Votes
  Minerva Neurosciences, Inc. shareholders approved Election of Directors at the 2023-09-27 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-09-27
  source text: The results of matters submitted to a stockholder vote at the Annual Meeting of Stockholders of Minerva Neurosciences, Inc. (the “Company”) held on September 27, 2023 (the “2023 Annual Meeting”) are as follows: Proposal 1: Election of Directors . Two nominees were elected to serve on the Company’s Board of Directors until the 2026 annual meeting of stockholders and until their successors are elected and qualified with the votes set forth below: Nominee For Withheld Broker Non-Votes David Kupfer 3,247,154 616,893 1,442,953 Jan van Heek 3,374,837 489,210 1,442,953
  evidence_url: https://www.sec.gov/Archives/edgar/data/1598646/000119312523245615/0001193125-23-245615-index.htm
- Shareholder Votes
  Minerva Neurosciences, Inc. shareholders approved Ratification of Deloitte & Touche LLP as the independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023 at the 2023-09-27 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-09-27
  source text: Proposal 4: Ratification of Deloitte & Touche LLP as the independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023 . The selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 was ratified with the votes set forth below: For Against Abstain Broker Non-Votes 5,061,117 11,600 234,283 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/1598646/000119312523245615/0001193125-23-245615-index.htm
- Shareholder Votes
  Minerva Neurosciences, Inc. shareholders approved Approval of Amendment to the Company’s Amended and Restated 2013 Equity Incentive Plan to, among other things, increase the aggregate number of shares of common stock authorized for issuance under the plan by 700,000 shares at the 2023-09-27 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2023-09-27
  source text: Proposal 2: Approval of Amendment to the Company’s Amended and Restated 2013 Equity Incentive Plan to, among other things, increase the aggregate number of shares of common stock authorized for issuance under the plan by 700,000 shares. The Company’s stockholders approved Proposal 2. The votes cast were as follows: For Against Abstain Broker Non-Votes 3,283,310 576,673 4,064 1,442,953
  evidence_url: https://www.sec.gov/Archives/edgar/data/1598646/000119312523245615/0001193125-23-245615-index.htm

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