Compass Therapeutics, Inc.

8-K · f8k_061126.htm

0001738021

 2026-06-10
 2026-06-10

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 UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

  

  

  

 FORM 8-K

  

  

  

 CURRENT REPORT

  

 Pursuant to Section 13 or 15(d)

 of the Securities Exchange Act of 1934

  

 Date of Report (Date of earliest event reported): June 10, 2026

  

  

  

 COMPASS THERAPEUTICS, INC.

 (Exact name of registrant as specified in its charter)

  

  

  

 Delaware
 001-39696
 82-4876496

 (State or Other Jurisdiction of Incorporation)
 (Commission File Number)
 (I.R.S. Employer Identification No.)

  

 80 Guest Street , Suite 601

 Boston , Massachusetts 02135

 (Address of Principal Executive Offices) (Zip Code)

  

 (617) 500-8099

 (Registrant's telephone number, including area code)

  

 (Former name or former address, if changed since last report)

  

  

  

 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:

  

 ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  

 ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  

 ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  

 ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

 Securities registered pursuant to Section 12(b) of the Act:

  

 Title of each class
 Trading Symbol(s)
 Name of each exchange on which registered

 Common Stock, $0.0001 par value per share
 CMPX
 NASDAQ Capital Market

  

 Indicate by check mark whether the registrant is an emerging growth company as defined
in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2
of this chapter).

  

 Emerging growth company ☐

  

 If an emerging growth company, indicate by check mark if the registrant has elected not
to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section
13(a) of the Exchange Act. ☐

  

  

  

 Item 5.07 Submission
of Matters to a Vote of Security Holders.

  

 On June 10, 2026 Compass Therapeutics, Inc. (the “Company”)
held its Annual Meeting of Stockholders. The final results for each of the matters submitted to a vote of stockholders at the meeting
are set forth below. A more detailed description of each proposal is set forth in the Company’s definitive proxy statement on Form
DEF 14A, filed with the U.S. Securities and Exchange Commission on April 29, 2026.

  

 Proposal No. 1. Election of Directors. The stockholders elected
the two Class III nominees for director to serve until the Company’s 2029 Annual Meeting of Stockholders and until their respective
successors are duly elected and qualified, by the votes set forth in the table below:

  

 Name
  
 For
  
 Withheld
  
 Broker Non-votes

 Thomas J. Schuetz, M.D., Ph.D.
  
 102,984,184
  
 18,837,499
  
 21,320,318

 Richard S. Lindahl, M.B.A.
  
 103,453,540
  
 18,368,143
  
 21,320,318

  

  

 Proposal No. 2. Ratification of Appointment of Independent Registered Public Accounting
Firm. The stockholders ratified the appointment of CohnReznick, LLP as the Company’s independent registered public accounting
firm for the year ending December 31, 2026, by the votes set forth in the table below:

  

 For
  
 Against
  
 Withheld
  
 Broker Non-votes

 137,896,097
  
 181,037
  
 5,064,867
  
 -

  

  

 Proposal No. 3. Non-binding, Advisory Vote on the Compensation of our Named Executive
Officers. The stockholders voted to approve, on a non-binding, advisory basis, the compensation of the Company’s named executive
officers, by the votes set forth in the table below:

  

 For
  
 Against
  
 Abstain
  
 Broker Non-votes

 117,963,684
  
 1,796,022
  
 2,061,977
  
 21,320,318

  

  

 Proposal No. 4. Non-binding, Advisory Vote on the Holding of the Future Advisory Votes
on the Compensation of our Named Executive Officers. The stockholders voted, on a non-binding, advisory basis, to hold such advisory
votes annually, by the votes set forth in the table below:

  

 Every Year
  
 Every Two Years
  
 Every Three Years
  
 Abstain

 118,289,260
  
 811,275
  
 1,491,631
  
 1,229,517

  

 Based on the voting results at the Annual Meeting, and consistent
with the recommendation of the board of directors as set forth in our proxy statement for the Annual Meeting, the board of directors has
determined to provide for a stockholder advisory vote on executive compensation on an annual basis; provided that, in the future, the
board of directors may determine whether a different frequency for such advisory votes is in the best interests of the Company’s
stockholders.

  

  

  

 SIGNATURE

  

 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  

  
 Compass Therapeutics, Inc.

  
  

 June 11, 2026
 By:
 /s/ NEIL LERNER

  
  
 Neil Lerner

  
  
 Chief Accounting Officer