The company is narrowly short of the 75% threshold needed to pass the charter amendment. Watch the November 12 reconvened meeting for final vote results; if the proposal fails, management may need to seek alternative governance changes or negotiate with large holders.
Price Chart
Executive Summary
Tempest Therapeutics filed a DEFA14A (definitive additional proxy soliciting materials) reporting that its reconvened special meeting of stockholders on October 14, 2026, was adjourned again due to insufficient votes to approve a charter amendment to lower supermajority voting requirements and permit stockholder action by written consent. The meeting will reconvene on November 12, 2026. The proposal requires 75% of outstanding votes, and with 74.3% of shares present, the company is narrowly short of passage.
Key Financial Metrics
Key Facts
- Special meeting reconvened on October 14, 2026, and adjourned again to November 12, 2026.
- Proposal: amend certificate of incorporation to replace supermajority voting requirements and permit stockholder action by written consent.
- 11,004,101 shares (74.3% of 14,806,997 outstanding) were present, constituting a quorum.
- Proposal requires affirmative vote of at least 75% of votes entitled to be cast.
- Company engaged Sodali & Co. to assist with solicitation.
- Record date remains May 28, 2026; previously submitted proxies remain valid.
Financial Impact
No financial figures disclosed; governance proposal only.
Risk Factors
- Proposal may fail again if additional votes are not secured by the November 12 deadline.
- Failure to pass could limit management's ability to act by written consent or reduce supermajority thresholds.
- Continued adjournments signal potential governance friction with certain stockholders.
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEFA14A Filing (Primary) | 0001213900-26-111032 |
| Document: 0001213900-26-111032-index-headers.html | 0001213900-26-111032 |
| Document: 0001213900-26-111032-index.html | 0001213900-26-111032 |
| Document: 0001213900-26-111032.txt | 0001213900-26-111032 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 26, 2026 1d ago | DEF 14A | $0.5102 | awaiting T+20 | awaiting T+20 | $0.5110 (−0.16%) |
Oct 20, 2026 7d ago | DEFA14A | $0.5282 | awaiting T+20 | awaiting T+20 | $0.5110 (−3.26%) |
Oct 20, 2026 7d ago | 8-K | $0.5282 | awaiting T+20 | awaiting T+20 | $0.5110 (−3.26%) |
Oct 19, 2026 8d ago | 8-K | $0.5762 | awaiting T+20 | awaiting T+20 | $0.5110 (−11.32%) |
Oct 2, 2026 26d ago | EFFECT | $0.8112 | awaiting T+20 | awaiting T+20 | $0.5110 (+37.01%) |
Sep 25, 2026 4w ago | S-3 | $0.8316 $0.5102 | ▲ +38.65% | ▲ +38.62% | $0.5110 (+38.55%) |
Sep 17, 2026 5w ago | 8-K | $0.9680 $0.6240 | ▼ −35.54% | ▼ −35.74% | $0.5110 (−47.21%) |
Sep 16, 2026 5w ago | DEFA14A | $0.8950 $0.6350 | ▼ −29.05% | ▼ −30.51% | $0.5110 (−42.91%) |
Sep 16, 2026 5w ago | 8-K | $0.8950 $0.6350 | ▼ −29.05% | ▼ −30.51% | $0.5110 (−42.91%) |
Sep 11, 2026 6w ago | Press Release | $0.8117 $0.7601 | ▲ +6.36% | ▲ +8.23% | $0.5110 (+37.05%) |
US Market Status
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