Vaxart Investors Reject Say-on-Pay as CEO Rules Out Reverse Split for Now

Vaxart Investors Reject Say-on-Pay as CEO Rules Out Reverse Split for Now Written by MarketBeat July 20, 2026 Share Link copied to clipboard. Image from MarketBeat Media, LLC.

Key Points Vaxart shareholders rejected the company’s say-on-pay proposal at its 2026 annual meeting, even as they re-elected the full board and approved the auditor ratification. The company said it will disclose preliminary or final voting results in an SEC filing within four business days. CEO Steven Lo said Vaxart is not planning a reverse stock split right now and has no current plan to call a special meeting on the issue. Management said it wants to focus on executing its strategy and allowing the stock price to improve organically. Management highlighted progress on Vaxart’s COVID-19 and norovirus programs , including encouraging safety data from the COVID study and ongoing talks for a potential norovirus partnership. The company said its cash runway extends through Q2 2027 and it continues seeking non-dilutive funding.

MarketBeat previews top five stocks to own in August . 3 Stocks Under $5 With Strong Analyst Upside Potential Vaxart OTCMKTS: VXRT held its 2026 Annual Meeting of Stockholders, where investors re-elected the company’s full slate of directors, ratified its auditor and rejected the company’s non-binding advisory proposal on executive compensation.

Mark Watson, Vaxart’s lead independent director and chair of the meeting, said proxies had been received for 110,631,100 of the company’s 242,044,838 outstanding shares of common stock entitled to vote as of the May 26, 2026, record date. That represented about 45.71% of eligible shares and constituted a quorum.

Get Vaxart alerts: Sign Up Stockholders Elect Directors, Reject Say-on-Pay Proposal Stockholders approved the election of James B. Breitmeyer, M.D., Ph.D.; Kevin P. Finney; Elaine J. Heron, Ph.D.; Steven Lo; W. Mark Watson, CPA; and David Wheadon, M.D., as directors to serve until the 2027 Annual Meeting of Stockholders or until their successors are elected and qualified. Investors also approved the ratification of WithumSmith+Brown, PC as Vaxart’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026. However, Watson said the company’s non-binding advisory vote on the compensation of named executive officers, referred to as the say-on-pay proposal, “did not pass.” Vaxart said it expects to report preliminary voting results, or final results if available, in a Form 8-K filing with the Securities and Exchange Commission within four business days of the meeting.

Management Says No Reverse Split Is Currently Planned Several stockholder questions focused on whether Vaxart would pursue a reverse stock split. Steven Lo, Vaxart’s president and chief executive officer, said the company is “not working on a reverse stock split at the present moment.” Lo said Vaxart is focused on executing its corporate strategy, including completing its COVID-19 study and seeking potential norovirus partnerships. In response to a question about shareholder feedback, Lo said the company did not propose a reverse split at the annual meeting because it had heard from stockholders. “Your opinion does matter,” Lo said. Asked whether management anticipated calling a special meeting to revive a reverse split initiative, Lo said there is no current plan for a special meeting. He added that the company would prefer to execute its plan and, in a best-case scenario, see the stock price grow organically.

COVID-19 Program and BARDA-Backed Study Discussed Lo addressed questions about the 400-participant sentinel cohort data from Vaxart’s COVID-19 vaccine study. He said the company had announced top-line 12-month safety data from the cohort on July 6 and directed investors to the company’s press release for more detail. Lo said Vaxart was “very happy” with the safety findings, including systemic effects, and said the Vaxart cohort “did much better than the mRNA” comparator on certain safety...