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Moderna, Inc. 8-K Report, Shareholder Vote Results (May 5, 2025)

Reports
Shareholder Matters
Filing Date
Filed May 5, 2025
Period End
April 30, 2025
Security
MRNA
In the record · 2018–202610-K910-Q238-K117

MRNA filed 9 annual reports (10-K), 23 quarterly reports (10-Q) and 117 current reports (8-K) between 2018 and 2026.

  1. Material agreement8-K · Aug ’20Aug ’20
  2. Leadership change8-K · Sep ’22Sep ’22
  3. Leadership change8-K · Sep ’26Sep ’26

Summary

Summary of the 8-K filed May 5, 2025. Cited figures are marked; the original filing is the authoritative source.

Moderna, Inc. (MRNA) has filed an 8-K report detailing the results of its 2025 Annual Meeting of Stockholders held on April 30, 2025.

The meeting saw strong support for the election of directors, with all nominated individuals securing a substantial majority of votes. This indicates continued confidence from shareholders in the current leadership and the board's strategic direction. Furthermore, stockholders approved, on an advisory basis, the compensation of the company's named executive officers, demonstrating general agreement with executive pay practices.

The appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025, was also overwhelmingly ratified. These outcomes suggest a stable governance environment and shareholder alignment on key corporate governance matters.

Key Highlights

  1. All nominated directors were overwhelmingly elected for three-year terms, reflecting strong shareholder confidence in the board's leadership.
  2. Shareholders approved, on a non-binding advisory basis, the compensation of Moderna's named executive officers, indicating general satisfaction with executive pay.
  3. The appointment of Ernst & Young LLP as the independent registered public accounting firm for fiscal year 2025 was ratified by a significant majority of votes.
  4. The 2025 Annual Meeting of Stockholders convened with a quorum present, signifying proper corporate governance procedures were met.
  5. No other matters were submitted or voted upon by stockholders at the meeting, simplifying the outcomes to these key proposals.

Frequently Asked Questions

  1. What were the main outcomes of Moderna's 2025 Annual Meeting of Stockholders?

    The primary outcomes were the election of directors, the advisory approval of executive compensation, and the ratification of the independent auditor. All these proposals received strong support from shareholders.

  2. How did shareholders vote on the election of directors?

    Shareholders overwhelmingly elected Noubar Afeyan, Stéphane Bancel, and François Nader to serve as Class I directors for three-year terms. The votes 'For' each director significantly outnumbered the votes 'Against', 'Abstain', and broker non-votes.

  3. Was executive compensation approved by shareholders?

    Yes, on a non-binding advisory basis, shareholders approved the compensation of Moderna's named executive officers. The 'For' votes substantially exceeded the 'Against' votes.

  4. Is Ernst & Young LLP continuing as Moderna's auditor?

    Yes, shareholders ratified the appointment of Ernst & Young LLP as Moderna's independent registered public accounting firm for the fiscal year ending December 31, 2025, with a very high percentage of votes in favor.