Praxis Precision Medicines, Inc.

8-K · prax-20260610.htm iXBRL

0001689548 2026-06-10 2026-06-10

  

 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

 PRAXIS PRECISION MEDICINES, INC.
 (Exact name of registrant as specified in its charter)
  

 Delaware 001-39620
 47-5195942

 (State or other jurisdiction
 of incorporation)
 (Commission
 File Number)
 (I.R.S. Employer
 Identification No.)

 Praxis Precision Medicines, Inc.
 99 High Street , 30th Floor
 Boston , Massachusetts 02110
 (Address of principal executive offices, including zip code)
 ( 617 ) 300-8460
 (Registrant’s telephone number, including area code)
 Not Applicable
 (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   Trade
 Symbol(s)
   Name of each exchange
 on which registered

 Common Stock, $0.0001 par value per share   PRAX   The Nasdaq Global Select 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, Praxis Precision Medicines, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”), at which a quorum was present. The Company held its Annual Meeting to consider and vote on the three proposals set forth below, each of which is described in greater detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 30, 2026. The final voting results are set forth below.
 Proposal 1 – Election of Class III Directors
 The Company’s stockholders elected Gregory Norden, Marcio Souza and William Young to serve as Class III members of the Board of Directors of the Company until the Company’s 2029 annual meeting of stockholders and until their respective successors are duly elected and qualified, or until their earlier death, resignation or removal, with the votes cast as follows:

 Class III Director Nominees Votes For Votes Withheld Broker Non-Vote
 Gregory Norden 24,597,327 310,937 1,815,967
 Marcio Souza 24,771,396 136,868 1,815,967
 William Young 21,293,535 3,614,729 1,815,967

 Proposal 2 – Ratification of Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm
 The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with the votes cast as follows:

 Votes For Votes Against Abstain Broker Non-Vote
 26,667,376 39,285 17,570 0

 Proposal 3 – Advisory Vote on Executive Compensation
 The Company’s stockholders approved, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers, with the votes cast as follows:

 Votes For Votes Against Abstain Broker Non-Vote
 24,054,017 824,318 29,929 1,815,967

 No other matters were submitted to or voted on by the Company’s stockholders at the Annual Meeting.

 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.
  

 PRAXIS PRECISION MEDICINES, INC.

 Date: June 12, 2026 By:   /s/ Marcio Souza
   Marcio Souza
   Chief Executive Officer