UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On May 19, 2026, Phathom Pharmaceuticals, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders voted on the matters disclosed in the Company’s definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 7, 2026 (the “Proxy Statement”). The final voting results for the matters submitted to a vote of stockholders were as follows:
Proposal No. 1 - Election of Class I Directors
At the Annual Meeting, the Company’s stockholders elected the persons listed below as Class I directors for a three-year term expiring at the Company’s 2029 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:
| Directors |
Votes For | Withheld | Broker Non-Votes | |||||||||
| Steven Basta |
42,656,800 | 4,490,781 | 17,487,652 | |||||||||
| Theodore R. Schroeder |
42,578,532 | 4,569,049 | 17,487,652 | |||||||||
| Mark Stenhouse |
41,249,990 | 5,897,591 | 17,487,652 | |||||||||
Proposal No. 2 - Ratification of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal 2026:
| Votes For |
Votes Against | Abstentions | ||
| 64,482,757 |
49,661 | 102,815 |
Proposal No. 3 – Approval of the Compensation of the Named Executive Officers (“say-on-pay”)
The Company’s stockholders voted and approved, on a non-binding, advisory basis, the compensation of the named executive officers:
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 44,449,761 |
2,532,145 | 165,675 | 17,487,652 |
No other matters were considered or voted upon at the Annual Meeting.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PHATHOM PHARMACEUTICALS, INC. | ||||||
| Date: May 21, 2026 | By: | /s/ Anne Marie Cook | ||||
| Anne Marie Cook | ||||||
| Chief Legal Officer and Secretary | ||||||