8-K
filed May 21, 2026, 4:15 PM ET
ticker TMDX
CIK 0001756262
other material
confidence high
sentiment neutral
materiality 0.15
TransMedics shareholders approve director elections, equity plan amendment increasing share reserve to 5.39M shares
TransMedics Group, Inc.
- All eight director nominees elected; advisory say-on-pay approved with 22.9M for, 1.16M against.
- Amendment to 2019 Stock Incentive Plan approved: share reserve increased to 5,390,502 shares (includes 2,640,502 outstanding awards).
- Plan term extended to June 1, 2036; new grants on/after Jan 1, 2027 subject to minimum one-year vesting (5% carve-out).
- PricewaterhouseCoopers ratified as independent auditor for FY 2026 with 28.0M votes for.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
TransMedics Group, Inc. shareholders approved Election of eight directors to serve until the 2027 Annual Meeting at the 2026-05-20 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal One : The shareholders elected Waleed Hassanein, M.D., James R. Tobin, Edward M. Basile, Thomas J. Gunderson, Edwin M. Kania, Jr., Stephanie Lovell, Merilee Raines, and David Weill, M.D. as directors, each to serve on the Board of Directors of the Company until the 2027 Annual Meeting of Shareholders or until his or her successor is duly elected and qualified in accordance with our Restated Articles of Organization and Amended and Restated Bylaws, or his or her earlier death, resignation or removal, based on the following votes:
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
TransMedics Group, Inc. shareholders approved Amendment to Amended and Restated TransMedics Group, Inc. 2019 Stock Incentive Plan at the 2026-05-20 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal Three : The shareholders approved the amendment to the Amended and Restated TransMedics Group, Inc. 2019 Stock Incentive Plan, based on the following votes:
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
TransMedics Group, Inc. shareholders approved Ratification of PricewaterhouseCoopers LLP as independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-05-20 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal Four : The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2026, based on the following votes:
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
TransMedics Group, Inc. shareholders approved Non-binding advisory vote on compensation of named executive officers at the 2026-05-20 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal Two : The shareholders approved, on a non-binding advisory basis, the compensation paid to the Company’s named executive officers, based on the following votes:
View on SEC.gov
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