Welcome to the Curis Virtual Annual Meeting of Stockholders. I am Chuck, and I will be your operator for this meeting. All participants are in a listen only mode. I will now turn the meeting over to Mr. Jim Dentzer. You may begin, sir.
Thank you. Good morning, and welcome to Curis' Annual Meeting of Stockholders. I'm Jim Dentzer, President, CEO, and a member of the Curis Board of Directors, and I will preside over this meeting. I hereby call this meeting to order and welcome Curis stockholders to this virtual annual meeting of stockholders. Please refer to the agenda and the rules of conduct on the annual meeting web portal. Diantha Duvall, our Chief Financial Officer, will conduct the formal part of this meeting. As a reminder, validated stockholders may ask questions about the proposals in the designated field on the annual meeting web portal. Please note that this meeting is being recorded. Joe McClelland, a representative from our proxy coordinator, Broadridge Financial Solutions, has been appointed to act as the Inspector of Election.
Participating in this meeting telephonically are the other directors of the company, Martyn Greenacre, Dr. Anne Borgman, Dr. John Hohneker, Dr. Kenneth Kaitin, and Dr. Marc Rubin. Also with us on this call are representatives from Latham & Watkins LLP, our outside legal counsel, and representatives from PwC, our independent auditors. I'll now turn the meeting over to Diantha, who will conduct the formal part of the meeting.
Thank you, Jim. The voting will proceed after I declare that the polls are open and will continue until I announce the polls are closed. No ballots or proxies or revocations thereof or changes thereto will be accepted after the polls are closed. We will announce the results of the voting following the tabulation of the voting. If you have a question on a proposal, please submit your question to the Annual Meeting web portal, and we will answer them after all proposals have been presented. Please note that various remarks that we make about our future expectations, plans, and prospects for the company constitute forward-looking statements for purposes of the safe harbor provisions under the U.S. Private Securities Litigation Reform Act of 1995.
Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, including those discussed in our risk factor summary and risk factors in sections of our Form 10-K and Form 10-Qs, which are on file with the SEC, and factors that are discussed in other filings that we periodically make with the SEC. Additionally, these forward-looking statements represent our expectations only as of today. While we may elect to update these forward-looking statements, we specifically disclaim any obligation to do so. Any forward-looking statement should not be relied upon as representing our estimates or views as of any date subsequent to today. As indicated in the notice of Annual Meeting and accompanying documents, which were mailed to all stockholders, we are here today to consider five proposals.
We will consider each item in turn in the same order in which it appears in the notice of meeting. I have received an affidavit from the company's proxy coordinator, Broadridge Financial Solutions, certifying that commencing on April 21st, 2026, the notice and proxy materials for the Annual Meeting was sent to stockholders of record as of March 23rd, 2026. Mr. McClelland has been appointed to act as the Inspector of Elections. I will now ask Mr. McClelland to furnish us with a count of the number of shares represented at this meeting to determine whether the shares represented at this meeting, either present virtually or by proxy, are sufficient to constitute a quorum for the purposes of transacting business.
There are present at this meeting, present virtually or through a proxy, a total of 23,609,378 shares of common stock out of a total of 39,978,693 shares of common stock outstanding as of March 23, 2026 and entitled to vote at this meeting.
Thank you, Mr. McClelland, and we have a quorum. Turning now to the items to be voted on at this meeting, as indicated in the notice of meeting and the proxy materials that were sent to stockholders, the first matter to be voted on by stockholders is the election of two Class 3 Directors. The nominees for election are Martyn D. Greenacre and Kenneth I. Kaitin. The Board recommends that the nominees be elected as Class 3 Directors of the company to serve for a term of three years, expiring at the 2029 Annual Meeting or until their successors are duly elected and qualified. The second matter to be voted on by stockholders is the approval of an advisory non-binding vote on the compensation of our named Directors. The Board recommends that the resolution set forth in the proxy statement regarding the approval of Executive compensation be approved.
The third matter to be voted on by stockholders is the ratification of the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2026. The Board recommends that the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2026 be ratified.
The fourth matter to be voted on by stockholders is to adopt and approve an amendment to our restated certificate of incorporation as amended to increase the number of authorized shares of our capital stock from 288,757,150 to 572,514,300, and that the number of authorized shares of common stock from 283,757,150 to 567,514,300. The Board recommends that the authorized shares proposal be approved.
The fifth matter to be voted on by stockholders to approve a proposal to adjourn the meeting to a later date or dates, if necessary or appropriate, to permit further solicitation of proxies in the event there are insufficient votes for otherwise in connection with the approval of proposal four. The Board recommends the adjournment proposal be approved. Let's pause here and see if there are any questions on any of the proposals. The polls are now open for each matter to be approved on today. If you previously voted, whether by mail, telephone or internet, you do not intend to change your vote, then there is no need for you to complete another proxy or to electronically vote during the meeting.
If you are eligible to vote and you have not submitted your proxy or you wish to change your vote, you may do so through the Annual Meeting web portal by clicking the Vote [Share] button and following the directions there. I'll pause here for voting. That the stockholders have had the opportunity to vote, the polls are now closed. Mr. McClelland, please tabulate the votes and provide your preliminary vote report.
The holders of a plurality of the votes cast have voted for each of the nominees, and I hereby declare that each of the nominees has been elected as a Class 3 Director. The holders of a majority of the votes cast have voted in favor of the resolution regarding Executive compensation, and I hereby declare that the resolution regarding Executive compensation has been approved. The holders of a majority of the votes cast have voted to ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the current fiscal year, and I hereby declare that the appointment of PricewaterhouseCoopers LLP has been so ratified. The holders of a majority of the votes cast have voted in favor of the authorized share proposal, and I hereby declare that the authorized share proposal has been adopted and approved.
The holders of a majority of the votes cast have voted in favor of the adjournment proposal, and I hereby declare that the adjournment proposal has been approved.
The final vote results will be included in a Form 8-K that will be filed within four business days after this meeting. There is no further business, and I declare the formal part of this meeting adjourned. Thank you, and I now turn the meeting back to Jim.
Thank you, Diantha, and thank you, everyone, for joining us today and for your ongoing support of the company. Operator.
The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.