Good day, and welcome to the C4 Therapeutics, Inc. 2026 annual meeting of stockholders. I would now like to turn the conference over to Ronald Cooper, chairman of the company's board of directors, to proceed with the 2026 annual meeting of stockholders. Mr. Cooper, please go ahead.
Good morning, ladies and gentlemen. On behalf of the board of directors, I welcome you to the 2026 annual meeting of stockholders of C4 Therapeutics, Inc. I'm Ronald Cooper, chairman of the board, and I'll be acting as chairman of this meeting. Shagha Russell, C4T's general counsel and secretary, will be acting as secretary of the meeting. At this time, I'd like to call the meeting to order, and I declare the polls for each matter to be voted on at this meeting now open. In attendance today are other members of C4T's board of directors and executive management team, including Andrew Hirsch, C4T's President and Chief Executive Officer, and Kendra Adams, C4T's Chief Financial Officer and Head of Corporate Affairs.
Also in attendance are representatives of C4T's independent public accounting firm, KPMG LLP, and Louis Larson, who has taken an oath to act as inspector of election and is responsible for counting the votes cast on the matters noted in our proxy statement for this meeting and providing us with the results. Today, we'll be considering the four proposals described in our proxy statement, which was made available to stockholders of record as of April 27, 2026, beginning on April 29th of this year, as well as any other proposals that may have been properly raised for consideration. Following the formal meeting, we'll give you an opportunity to ask any questions you may have. The board of directors set April 27, 2026, as the date of record for this meeting, and we have a list of shareholders of record as of that date with us today.
A duplicate shareholder list has been on file in our headquarters for the past 10 days and has been available for inspection by any requesting stockholder. We now proceed to the formal business of the meeting. I'd like to start by asking our general counsel and secretary, Shagha Russell, to present the affidavit of distribution of the notice of meeting and the accompanying proxy materials and report on the existence of a quorum for the meeting.
Thank you, Mr. Chairman. I present the affidavit of distribution of Broadridge Financial Solutions, Inc., which states that the notice of internet availability of proxy materials and accompanying materials were made available starting on April 29, 2026, to stockholders of record as of April 27, 2026, the record date for stockholders entitled to notice of this meeting, which is in accordance with the bylaws of the company. In addition, I have been informed by the Inspector of Elections that the number of shares present in person or by proxy is more than 50% of the outstanding voting stock of the company. We therefore have a quorum.
Thanks, Ms. Russell. Please proceed to the proposals to be considered by our stockholders at this meeting.
Mr. Chairman, there were no other nominations for director or any other proposed items of business that were properly filed with the company as required by our bylaws. As such, our only formal item of business is to consider and vote on the four proposals set forth in our proxy statement. Proposal number one. The first proposal is for the election of our Class III directors, who are being elected for a term expiring at the 2029 annual meeting of stockholders, and until their respective successors have been duly elected and have qualified, or until their earlier resignation or removal as described in the proxy statement. With that, I hereby declare that the following individuals listed in the company's proxy statement have been duly nominated for the terms described in the proxy statement. Their names are Andrew Hirsch, Stephen Fawell, PhD, and Utpal Koppikar.
No other nominations have been received in accordance with the company's bylaws, and the nominations are closed. The second proposal is for the casting of a non-binding advisory vote to approve the compensation of our named executive officers. The third proposal is for the ratification of KPMG LLP as the independent registered public accounting firm for the company's 2026 fiscal year. The fourth and final proposal is for the approval of an amendment to our 2020 Stock Option and Incentive Plan to amend the evergreen increase calculation to include any outstanding pre-funded warrants in the total number of shares of common stock that are issued and outstanding as of each December 31st. We are not presenting any formal remarks considering these proposals because these matters are described in great detail in our proxy statement.
I will remind you that the directors of the company have recommended that you vote for each of the director nominees pursuant to proposal 1 and for each of proposals two, three, and four. The polls are now open for voting on all matters to be voted on at this annual meeting as set forth in the notice of annual meeting. As a reminder, a stockholder attending the virtual meeting can vote its shares or change its vote online from now through the closing of the poll by logging in to the meeting website as a stockholder using the 16-digit control number received with our proxy materials and clicking the link provided on the screen. If a stockholder has previously voted and does not wish to change its vote, the stockholder's vote will be cast as previously submitted and instructed and no further action is required.
Stockholders can also use the virtual meeting website to submit questions for the question-and-answer session following the formal business of the meeting. We will now pause a moment to allow stockholders time to vote.
We can now move on to the vote results. I hereby direct the Inspector of Elections to tabulate the ballots and provide the results to the secretary.
Mr. Chairman, I have received the preliminary results from the Inspector of Elections.
Thank you, Ms. Russell. To wrap up our formal business today, I declare the polls closed for each matter to be voted on at this meeting. No additional ballots, proxies, or votes, and no changes or revocations will be accepted. Ms. Russell, could you please report on the results of the voting?
According to the preliminary results provided to me by the Inspector of Election, I hereby report that each of the nominees for director has received more than a plurality of the votes cast and has been duly elected. I also report that a majority of the votes cast voted on an advisory and non-binding basis to approve the compensation of our named executive officers as disclosed in the proxy material. Third, I report that a majority of the votes cast voted to ratify the appointment of KPMG LLP as the independent registered public accounting firm for the company's 2026 fiscal year.
Fourth, finally, I report that the holders of a majority of the shares outstanding have voted to approve the amendment to our 2020 Stock Option and Incentive Plan to amend the evergreen provision to include any outstanding pre-funded warrants in the total number of shares of common stock that are issued and outstanding as of each December 31 for purposes of calculating the evergreen increase. I will ask the Inspector of Election to file the certificate on the final results of the voting with me. The final results will also be included in our reports filed with the SEC and the minutes of this meeting.
Thank you, Ms. Russell. On the basis of these results, I hereby declare that each director nominee has been elected for the term described in the proxy statement and until a successor has been duly elected and qualified. I also declare that our stockholders have voted in a non-binding advisory manner in favor of the compensation paid to our named executive officers. Third, I declare that the appointment of KPMG LLP as independent public accounting firm for the company's 2026 fiscal year has been ratified. Finally, I declare that the amendment to our 2020 Stock Option and Incentive Plan to amend the evergreen calculation to include any outstanding pre-funded warrants in the total number of shares of common stock that are issued and outstanding as of each December 31 has been approved. We've reached the end of the business set forth in the notice of meeting.
I therefore declare the formal business of the 2026 annual meeting of stockholders closed, and our meeting stands formally adjourned. If any stockholders have questions that they would like to pose to C4T's management, please submit them now through the virtual meeting platform. Please note that each stockholder is limited to a maximum of three questions.
We will now begin the Q&A session. For those shareholders attending today's meeting, you can ask a question by submitting it in the Q&A section of your web console. Please feel free to submit questions now. We will pause for a moment to assemble any stockholder questions.
All right. Thank you, Ms. Russell. Are there any stockholder questions that are appropriate for discussion today?
Mr. Chairman, there are no questions posed and appropriate for discussion. As a result, we can now conclude this meeting.
All right. Thank you, Ms. Russell. This meeting is now officially concluded. On behalf of all of us at C4 Therapeutics, thank you to all of you who have voted and attended the 2026 Annual Meeting of Stockholders. Have a great day.
The 2026 Annual Meeting of Stockholders of C4 Therapeutics has now concluded. Thank you for attending today's meeting and presentation. For any further details, please visit C4 Therapeutics' investor relations website. You may now disconnect and have a great day.