Cue Biopharma, Inc. (CUE)
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EGM 2026

Jun 1, 2026

Summary

Stockholders approved the issuance of shares related to a licensing transaction, the 2026 Stock Incentive Plan, and the potential adjournment of the meeting if needed. Voting procedures and governance protocols were followed, with final results to be filed on Form 8-K.

Shao-Lee Lin
President and CEO, Cue Biopharma, Incorporated

Good morning, and welcome to our Special Meeting of the Stockholders of Cue Biopharma, Incorporated . I am Shao-Lee Lin, the company's President and Chief Executive Officer, and I now call this meeting to order. As you know, we are hosting today's meeting through a virtual online platform hosted by Broadridge. I will act as the Presiding Officer of this meeting, and Tony Carideo of the Carideo Group will act as Inspector of Election. Mr. Carideo has taken and subscribed the customary oath of office to execute his duties with strict impartiality. We will file this oath with the records of the meeting. Colin Sandercock, the company's Senior Vice President, General Counsel, and Secretary, will act as Secretary of the meeting. I will now turn to the formal part of the meeting.

Please note that various remarks that we may make about future expectations, plans, and prospects for the company constitute forward-looking statements for purposes of the safe harbor provisions under the 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 the Risk Factors section of our most recent annual report on Form 10-K and quarterly report on Form 10-Q, which are on file with the SEC. In addition, these forward-looking statements represent the company's expectations only as of today. While the company may elect to update these forward-looking statements, it specifically disclaims any obligation to do so. Any forward-looking statements should not be relied upon as representing the company's estimates or views as of any date subsequent to today.

The Board of Directors set May 8th, 2026, as the record date for this stockholders meeting. I have an affidavit certifying that notice of this special meeting was duly given to all stockholders of record at the close of business on May 8th, 2026. A copy of the notice and affidavit will be filed with the records of this meeting. In order to determine whether a quorum is present for the purpose of transacting business, does the Inspector of Election have a preliminary report of the common stock represented at the meeting?

Tony Carideo
Inspector of Election, Carideo Group

Yes, I do. A preliminary count of the shares of common stock present at the meeting, virtually or represented by proxy, shows that the holders of a majority of the shares of the company's common stock issued and outstanding as of the record date and entitled to vote at the meeting are represented at this meeting.

Shao-Lee Lin
President and CEO, Cue Biopharma, Incorporated

In view of the report of the Inspector of Election, I declare a quorum present and the meeting ready for the transacting of business. You are participating in the meeting virtually. Stockholders may submit questions at any time during this meeting in the space provided on the virtual meeting screen and may vote any time until polls are closed. We will try to answer questions submitted that are germane to the proposals and/or this meeting as and if we have time. As set forth in the notice of meeting and the proxy materials, this meeting has been called for the purpose of considering and acting upon the following matters.

Number one, to approve, in accordance with Nasdaq Listing Rule 5635(a), (c), and (d), the issuance of shares of common stock upon the exercise of certain warrants issued by the company in May 2026 in connection with a licensing transaction and related private placement. Proposal one. Two, to approve the Cue Biopharma, Incorporated 2026 Stock Incentive Plan. Proposal two. Three, to approve the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation of proxies in the event that there are insufficient votes or otherwise in connection with proposal one and/or proposal two. Proposal three.

I declare the polls for voting to be open as of 9:00 A.M. All stockholders entitled to vote at this meeting have the ability to do so by navigating back to the meeting portal used to enter the meeting and selecting the Vote Here button. Each item of business on the agenda will be presented for discussion. Following the discussion of the proposals, polls for all matters will be closed. No additional ballots, proxies, or votes, and no changes or revocations will be accepted. If you are a stockholder entitled to vote at this meeting and have not yet voted or if you want to change your previously cast vote, please do so via the website used to access this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again.

Shares represented by proxy will be voted as specified in the proxy. Shares represented by proxy where no vote is specified will be voted in accordance with the recommendation of the board of directors. The rules of conduct for this meeting are posted on the virtual meeting site. In order to conduct in an orderly meeting, we ask that you follow these rules. Proposal one, the approval, in accordance with Nasdaq Listing Rules 5635 (a), (c), and (d) , of the issuance of shares of common stock upon the exercise of certain warrants issued by the company on May 2026 in connection with a licensing transaction and related private placement.

The first item of business is the approval, in accordance with the Nasdaq Listing Rules 5635 (a), (c), and (d) , of the issuance of common shares of stock upon the exercise of certain warrants issued by the company in May 2026 in connection with a licensing transaction and related private placement. If you have any questions regarding this proposal, please submit them by submitting a question through the Q&A box on your screen. Proposal two, the approval of the Cue Biopharma, Incorporated 2026 Stock Incentive Plan.

The second item of business is the approval of the Cue Biopharma, Incorporated 2026 Stock Incentive Plan. If you have any questions regarding this proposal, please submit them by submitting a question through the Q&A box on your screen. Proposal three, the approval of the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation of proxies in the event that there are insufficient votes for or otherwise in connection with proposal one and/or proposal two. The third item of business is the approval of the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation of proxies in the event that there are insufficient votes for or otherwise in connection with proposal one and/or proposal two.

If you have any questions regarding the proposal, please submit them by submitting a question through the Q&A box on your screen. This completes the presentation of proposals to be voted on at this meeting. We will now pause to allow stockholders to vote. Any votes cast today will be counted in the final tally along with proxies previously received. I now declare the polls for voting to be closed. No additional ballots, proxies, or votes, and no changes or revocations will be accepted. We have been informed by the Inspector of Election that based on the preliminary results of the voting, the stockholders approved, in accordance with the Nasdaq Listing Rule 5635(a), (c), and (d), the issuance of shares of common stock upon the exercise of certain warrants issued by the company in May 2026 in connection with the licensing transaction and related private placement.

The stockholders approved the Cue Biopharma, Incorporated 2026 Stock Plan. The stockholders approved the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation of proxies in the event that there are insufficient votes for or otherwise in connection with proposal one and/or proposal two. We'll pause here to allow additional time for stockholders to submit any additional questions. We expect to report our preliminary voting results, or, if available to us on a timely basis, our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within four business days after the final results are known to us.

Ladies and gentlemen, I thank you for joining us this morning. The meeting is now adjourned.