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DEFA14A ·Filed Jul 28, 2026

TPST

Tempest Therapeutics, Inc.
NEUTRAL
Impact 5/10
Horizonweeks Processed3mo ago SEC0001193125-26-321197
Proxy solicitation materials
Actionable Insight • Neutral

Monitor the reconvened meeting on August 17, 2026, for vote results. If the charter amendment passes, it could lower barriers for activist or takeover activity, potentially increasing stock volatility. If it fails, management may face continued governance pressure.

DirectionNeutral
Confidencemedium
Horizonweeks
Final: all horizons settled through T+60d
TPST ▼ -41.47% at T+60d
NEUTRAL call -41.47% · α vs SPY -46.20% · entry $0.8924 → $0.5223
Entry = T+0 close
Jul 28, 2026
via day close
T+1d
-3.22%
call -3.22% · α -4.89%
$0.8637
settled 3mo ago
T+5d
+2.45%
call +2.45% · α -3.07%
$0.9143
settled 3mo ago
T+20d
+21.02%
call +21.02% · α +16.00%
$1.08
settled 2mo ago
T+60d
-41.47%
call -41.47% · α -46.20%
$0.5223
settled 7d ago

Price Chart

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Executive Summary

Tempest Therapeutics adjourned its special meeting of stockholders on July 27, 2026, due to insufficient votes to approve a charter amendment replacing supermajority voting requirements with written consent provisions. The meeting will reconvene on August 17, 2026, as management seeks additional votes to reach the 75% threshold required for passage. The adjournment signals a governance bottleneck and potential activist pressure, with the outcome of the vote still uncertain.

Key Financial Metrics

Vote
shareholder proposal
Meeting
2026-08-17

Key Facts

  • Special meeting adjourned on July 27, 2026, due to insufficient votes for a charter amendment to replace supermajority voting requirements and permit stockholder action by written consent.
  • 10,031,446 shares (67.7% of 14,806,997 outstanding) were present, constituting a quorum, but the proposal requires 75% affirmative vote of all votes entitled to be cast.
  • Meeting reconvenes on August 17, 2026; record date remains May 28, 2026; previously submitted proxies remain valid unless revoked.
  • Company engaged Sodali & Co. to assist with solicitation to achieve quorum and adequate votes.

Financial Impact

No direct financial impact disclosed; governance change could reduce future takeover defenses and enable shareholder action by written consent.

governancevoting rights

Risk Factors

  • Proposal may fail again if management cannot secure the required 75% supermajority, leaving governance structure unchanged.
  • Adjournment and low turnout may signal shareholder dissatisfaction or lack of engagement, increasing risk of activist intervention.

Market Snapshot

Exchange
Nasdaq
Sector
Pharmaceutical Preparations
Analyst Consensus
86% bullish (7 analysts)

Investment Themes

Documents Analyzed

This report is based on 4 SEC documents filed with EDGAR.

DocumentAccession Number
DEFA14A Filing (Primary)0001193125-26-321197
Document: 0001193125-26-321197-index-headers.html0001193125-26-321197
Document: 0001193125-26-321197-index.html0001193125-26-321197
Document: 0001193125-26-321197.txt0001193125-26-321197
27 reports for TPST
Performance horizon
79% Hit rate @ T+20 11 of 14 directional calls Went positive at some point 13 of 15 best @ T+60▲ +39.55%May 22, 2026
Filters
Rows
Reports for TPST, sortable and filterable
TypeNow
Oct 26, 2026
1d ago
DEF 14A
BEARISH ★ 6/10
$0.5102awaiting T+20awaiting T+20$0.5110 (−0.16%)
Oct 20, 2026
7d ago
DEFA14A
NEUTRAL ★ 4/10
$0.5282awaiting T+20awaiting T+20$0.5110 (−3.26%)
Oct 20, 2026
7d ago
8-K
NEUTRAL ★ 3/10
$0.5282awaiting T+20awaiting T+20$0.5110 (−3.26%)
Oct 19, 2026
8d ago
8-K
NEUTRAL ★ 2/10
$0.5762awaiting T+20awaiting T+20$0.5110 (−11.32%)
Oct 2, 2026
26d ago
EFFECT
BEARISH ★ 6/10
$0.8112awaiting T+20awaiting T+20$0.5110 (+37.01%)
Sep 25, 2026
4w ago
S-3
BEARISH ★ 6/10
$0.8316 $0.5102▲ +38.65%▲ +38.62%$0.5110 (+38.55%)
Sep 17, 2026
5w ago
8-K
BULLISH ★ 6/10
$0.9680 $0.6240▼ −35.54%▼ −35.74%$0.5110 (−47.21%)
Sep 16, 2026
5w ago
DEFA14A
NEUTRAL ★ 5/10
$0.8950 $0.6350▼ −29.05%▼ −30.51%$0.5110 (−42.91%)
Sep 16, 2026
5w ago
8-K
NEUTRAL ★ 4/10
$0.8950 $0.6350▼ −29.05%▼ −30.51%$0.5110 (−42.91%)
Sep 11, 2026
6w ago
Press Release
BEARISH ★ 6/10
$0.8117 $0.7601▲ +6.36%▲ +8.23%$0.5110 (+37.05%)
Showing 10 of 27

US Market Status

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Report published Jul 28, 2026