MBX Biosciences, Inc. (MBX)
NASDAQ: MBX · Real-Time Price · USD
62.91
-0.98 (-1.53%)
Sep 18, 2026, 4:00 PM EDT - Market closed
← View all transcripts

AGM 2026

Jun 4, 2026

Summary

The meeting covered director elections and auditor ratification, with all proposals approved by stockholders. Voting procedures were clearly outlined, and final results will be reported in official filings.

Jim DeNike
Senior Director of Investor Relations and Communications, MBX Biosciences

Hello, welcome to the 2026 virtual annual meeting of MBX Biosciences. My name is Jim DeNike, and I'm the company's Senior Director of Investor Relations and Communications. Please note that today's meeting is being recorded. You also have the ability to ask questions in writing through the virtual meeting platform via the Ask a Question section, and we will consider any questions and follow up after this meeting as applicable. At this time, I'd like to turn the call over to Kent Hawryluk, the company's President and Chief Executive Officer.

Kent Hawryluk
President and CEO, MBX Biosciences

Good morning. The meeting is now called to order. I've asked Caitlin Murray, our legal counsel, to record the minutes. It is a pleasure to welcome our stockholders to our annual meeting. This meeting is being held in accordance with the corporation's bylaws and Delaware law. Our meeting today will address the business described in our notice and proxy statement, a copy of which was mailed on or about April 22, 2026.

I would like to begin by recognizing the directors of the corporation who are with us today. Myself, Steven L. Hoerter, Dr. Steven Ryder, Tiba Aynechi, and Laurie Stelzer. I'd also like to welcome representatives from Ernst & Young LLP, our audit firm. Let's proceed to the formal business of the meeting, notice of which was sent to all stockholders of record as of close of business on April 10, 2026.

Stockholders of record on that date are entitled to vote at this meeting. We have electronically posted to the virtual meeting platform a record of stockholders as of that date. A duplicate record has been on file at the principal place of business of the corporation for the last 10 days immediately prior to the date of this meeting and has been available for inspection by any stockholder during that period at any time during normal business hours. Rules of conduct for the meeting are available in the Files 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. If you have any questions, I would encourage you to please submit them now. The Board of Directors has appointed Cheryl K. Niebeling of Broadridge to act as Inspector of Elections for this annual meeting, and she will tabulate results of this voting. The Inspector of Elections has signed the oath of office, which will be filed with the minutes of this meeting.

The Inspector of Elections has informed me that of the 47,570,485 shares of common stock entitled to vote at the meeting, a majority in voting power of these shares are represented, either in person or by proxy, and therefore, I declare that a quorum is present. We may now proceed to transact the business for which this meeting has been called. 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 this meeting, I now declare the polls open for voting. It is now 8:03 A.M. on June 4, 2026.

Our first item of business is the election of directors. At this meeting, we will be voting on two nominees for Class II directors to serve until the 2029 annual meeting of stockholders. All as set forth in the proxy statement. In accordance with the bylaws, your directors have nominated Patrick J. Heron and Edward T. Mathers to be elected to serve as Class II 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 in favor of this proposal.

The second item of business is the ratification of the appointment of Ernst & Young LLP as the corporation's independent registered public accounting firm for the fiscal year ending December 31, 2026.

The audit committee of the board, which is comprised entirely of independent directors, appointed Ernst & Young as the corporation's independent registered public accounting firm to audit the corporation's financial statements for the fiscal year ending December 31, 2026. The Board of Directors approved the selection of Ernst & Young and has selected the stockholders to ratify this election. Stockholder ratification is not required by the corporation's bylaws.

However, the Board of Directors is submitting this to the stockholders for ratification as a matter of good corporate governance. If the stockholders do not approve the selection of Ernst & Young, the board of directors and the audit committee will reconsider the appointments. Anyone who has not yet voted and desires to do so, please do so now through the virtual meeting platform.

It is now 8:06 A.M. on June 4, 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. The Inspector of Election has reported on the results of the voting. With regard to proposal one, 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 two, a majority of the shares present or represented and entitled to vote have been voted in favor of the ratification of Ernst & Young. I declare that all of 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 Elections and will be included in the minutes of the meeting.

The final results will also be included in our reports filed with the SEC. There being no other matters for consideration or shareholder questions to be addressed at this meeting, I hereby adjourn this meeting. Thanks to everyone for joining us today. You may now disconnect.

Operator

Ladies and gentlemen, this does conclude the meeting. You may now disconnect.