Dynavax shareholders vote to declassify board, re-elect management nominees over dissident slate

DYNAVAX TECHNOLOGIES CORP

Shareholders approved phased board declassification; all directors to be elected annually by 2028.
Management nominees Brent MacGregor, Scott Myers, Lauren Silvernail, Elaine Sun elected as Class I directors.
Deep Track Capital's four dissident nominees (Brett Erkman, Jeffrey Farrow, Michael Mullette, Donald Santel) defeated.
Advisory vote on executive compensation passed with ~91% of votes cast in favor.
Stockholder proposal to repeal unapproved bylaw amendments rejected (59.8M against vs 36.1M for).

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

DYNAVAX TECHNOLOGIES CORP: Amendment and restatement of certificate of incorporation to declassify the board of directors on a phased basis over three years starting in 2026, providing for annual election of all directors beginning at the 2028 annual meeting (effective 2025-06-16).

Change: charter amendment
Effective: 2025-06-16

Exact text from the filing

On June 16, 2025, the Company filed the Restated Certificate with the Secretary of the State of Delaware.

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

DYNAVAX TECHNOLOGIES CORP: Amendments to Section 5(d) and Section 17 of the Amended and Restated Bylaws to conform to the declassification changes in the charter (effective 2025-06-16).

Change: bylaw amendment
Effective: 2025-06-16

Exact text from the filing

Concurrent with the filing of the Restated Certificate, Section 5(d) and Section 17 of the Company’s Amended and Restated Bylaws were amended to conform to the changes reflected in the Restated Certificate, to read as follows:

View on SEC.gov

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Source: SEC EDGAR

accession 0001193125-25-141755

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