Quince shareholders will vote on approval tied to its Nasdaq listing application and Rule 5110 change-of-control requirement, with 16,615,932 common shares potentially issuable across listed instruments. Approval is intended to permit the planned Series C Preferred Stock conversion and related actions that could otherwise be restricted before Nasdaq approval.

Key Highlights

  • The securities table lists 16,615,932 common shares potentially issuable upon conversion or exercise of Series C Preferred Stock, warrants and Orphai Options.
  • Stockholders recorded as of August 24, 2026, are eligible for the special meeting.
  • 2025 total compensation was $2,493,625 for Dirk Thye, $1,144,100 for Charles Ryan and $1,263,075 for Brendan Hannah.

Quince Therapeutics, Inc. (NASDAQ: QNCX) is asking shareholders to approve a Nasdaq listing application tied to the exchange’s change-of-control requirement at a special meeting on October 6, 2026. The vote is scheduled for 11:00 a.m. Eastern Time and will take place through a live webcast rather than in person.

Nasdaq Approval on the Ballot

Proposal No. 1 asks stockholders to approve the matter connected with the Nasdaq Listing Application and Rule 5110’s “change of control” requirement. Quince has submitted the initial listing application to Nasdaq.

The approval, together with the application, is intended to satisfy an obligation requiring the application to be submitted and approved before a change of control occurs. Stockholders eligible to participate were determined as of August 24, 2026.

Series C Conversion Details

The securities information lists 211,301.868 outstanding shares of Series C Preferred Stock across the Acquisition and 2026 private Placement categories. Issued and outstanding warrants cover 83,064.827 additional shares of Series C Preferred Stock.

After conversion, including the related warrants, 15,307,128 shares of common stock are listed as potentially issuable. Orphai Options could add 1,308,804 common shares upon exercise.

The total common stock potentially issuable across the Series C Preferred Stock, warrants and Orphai Options is 16,615,932. The figures give effect to the Reverse Stock Split and do not give effect to beneficial ownership limitations.

Executive Compensation Figures

The proxy materials also report compensation for three named executive officers. Dirk Thye, chief executive officer and chief medical officer, received total compensation of $2,493,625 in 2025 and $2,732,125 in 2024.

Charles Ryan, president, received $1,144,100 in 2025 and $893,050 in 2024. The 2025 totals include salary, option awards, non-equity incentive plan compensation and other compensation.

Peers Moving on This News

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  • NanoViricides, Inc. (AMEX: NNVC) up 1.0%

Source(s)

  • https://www.sec.gov/Archives/edgar/data/1662774/000119312526364220/d46981ddef14a.htm