Good day everyone, welcome to the 2026 Disc Medicine Annual Meeting of Stockholders. I'll turn the call over to your host, Donald Nicholson. Please go ahead, Donald.
Good morning, everyone. My name, as introduced, is Donald Nicholson, I'm the Executive Chairman and Director of Disc Medicine. The meeting is now called to order. I've asked Rahul Khara, Chief Legal Officer and Secretary of the corporation, to record the minutes. It is a pleasure to welcome our stockholders to the annual meeting of Disc Medicine. Our meeting today will consist of the formal business at hand, which is described in our notice and proxy statement, a copy of which was mailed on or about April 28th, 2026, to all of our stockholders of record at the close of business on April 22nd, 2026. Before proceeding to the formal business, I would like to recognize the directors of the corporation who are here with us today. Nadim Ahmed, Kevin Bitterman, Mark Chin, Georges Gemayel, Liam Ratcliffe, John Quisel, William White. Thank you.
I'd also like to welcome the members of our executive team and representatives from Ernst & Young LLP, Disc's audit firm, and representatives from Goodwin Procter, our outside counsel. Let's proceed to the formal business of the meeting, notice of which was sent to all stockholders of record as of the close of business on April 22nd, 2026. Stockholders of record on that date were entitled to vote at this meeting, we have electronically posted to the virtual meeting platform a record of stockholders as of that date. Rules of conduct for the meeting are available in the meeting materials section in the lower right-hand corner of the screen. Please note that only stockholders who have logged in using their 16-digit control number will be able to vote and ask questions at the meeting.
If you have any questions, I would encourage you to please submit them now so that they will be in the queue to be answered. The Board of Directors has appointed Patrick Tracy to act as Inspector of Election for this annual meeting, he will tabulate results of the voting. The Inspector of Election has signed the oath of his office, which will be filed with the minutes of this meeting. Mr. Tracy, do we have a quorum present?
Mr. Chairman, of the 38,199,089 shares of common stock entitled to vote at the meeting, at least 35,918,718 shares are represented either in person or by proxy, and therefore a quorum is present.
Thank you. I declare that a quorum is present. We may now proceed to transact the business for which this meeting has been called. Let me briefly describe the voting procedures. If you have previously turned in your proxy and you do not intend to change your vote, it is not necessary that you complete another proxy or ballot. Your vote will be counted. If you are eligible to vote and have not submitted your proxy, or if you want to change your vote, you may do so by clicking on the link provided through the virtual meeting platform. In order to allow stockholders to vote through the virtual meeting platform at any time during the meeting, I now declare that the polls are open for voting. It is now 9:03A.M. on June 18th, 2026.
Our first item of business is the election of three nominees to serve as Class III directors for a term of three years each, as set forth in the proxy statement. In accordance with the bylaws, your directors have nominated myself, Donald Nicholson, John Quisel, and William White to be elected to serve as such Class III directors. The corporation's bylaws require that a stockholder provide advance notice to the corporation of a stockholder's intent to nominate persons as directors. No such notice was received. Accordingly, I declare the nominations for directors closed. The board of directors unanimously recommends that stockholders vote to elect each Class III director nominee. The second item of business is a non-binding advisory vote on the compensation paid to our named executive officers, as set forth in the proxy statement.
This non-binding advisory vote is commonly referred to as a say-on-pay vote and affords our stockholders the opportunity to express their views on our named executive officer compensation as a whole. Our board of directors unanimously recommends that stockholders vote to approve, on a non-binding, advisory basis, the compensation paid to our named executive officers. The third and final item of business is the ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31st, 2026. As set forth in the proxy statement, the audit committee of the board of directors appointed Ernst & Young LLP as the corporation's independent registered public accounting firm to audit the corporation's financial statements for the fiscal year ending December 31st, 2026. The board of directors unanimously recommends that stockholders vote in favor of ratifying this appointment.
Have we received any questions regarding any of the matters to be voted on in this meeting?
We have not.
Anyone who has not yet voted and desires to do so, please do so now through the virtual meeting platform. It is now 9:06A.M. on June 18th, 2026, and the polls for each matter to be voted on at this meeting are now closed. No additional ballots, proxies, or votes, and no changes or revocations will be accepted. Inspector of Election, please report on the preliminary results of the voting.
With regard to Proposal 1, a plurality of the shares present or represented and entitled to vote has been voted in favor of the election of the persons nominated. With regard to Proposal 2, a majority of votes properly cast have been voted to approve the compensation of the corporation's named executive officers on a non-binding advisory basis. With regard to Proposal 3, a majority of the votes properly cast have been voted in favor of the ratification of Ernst & Young LLP as the corporation's independent registered accounting firm for the fiscal year ending December 31st, 2026.
Thank you, Mr. Tracy. I declare that all the proposals presented at the meeting have been ratified or approved by the stockholders. The final results of voting, including any ballots and proxies recorded during this meeting, will be set forth in the report of the Inspector of Election and will be included in the minutes of the meeting. The final results will also be included in our report filed with the SEC. There being no other matters for consideration, I hereby adjourn this meeting.
That concludes our meeting today. You may now disconnect.