Business Context and Reporting Period
This Form 8-K reports on the results of the 2025 Annual Meeting of Stockholders held by Revolution Medicines, Inc. on June 26, 2025. The record date for the meeting was April 28, 2025, with 186,261,742 shares of common stock outstanding and entitled to vote.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and stockholder voting outcomes.
Material Changes and Voting Results
Stockholders voted on three proposals. The results were as follows:
- Proposal 1 (Election of Directors): Four Class II directors were elected to serve until the 2028 annual meeting.
- Frank K. Clyburn, Jr.: 147,380,169 votes for; 512,898 votes withheld.
- Sandra J. Horning, M.D.: 126,395,644 votes for; 21,497,423 votes withheld.
- Sushil Patel, Ph.D.: 126,396,068 votes for; 21,496,999 votes withheld.
- Thilo Schroeder, Ph.D.: 119,696,091 votes for; 28,196,976 votes withheld.
- Proposal 2 (Ratification of Auditors): Stockholders ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025.
- Votes For: 157,875,830
- Votes Against: 214,963
- Abstentions: 43,938
- Proposal 3 (Say-on-Pay): Stockholders approved, on a non-binding advisory basis, the compensation of named executive officers.
- Votes For: 145,265,825
- Votes Against: 2,597,920
- Abstentions: 29,322
Guidance, Outlook, and Risks
The filing text does not provide a clear value for financial guidance, future outlook, management commentary on operations, specific risks, contingencies, or unusual items. The document is limited to the tabulation of votes.
Key Facts for Investor Verification
- Verify the specific terms of the director elections, noting that Sandra J. Horning, Sushil Patel, and Thilo Schroeder received significant vote withholdals (approximately 10-15% of votes cast).
- Confirm the appointment of PricewaterhouseCoopers LLP as the auditor for the fiscal year ending December 31, 2025.
- Review the definitive proxy statement filed on April 29, 2025, for detailed compensation data referenced in the advisory vote.
- Note that 10,241,664 broker non-votes were recorded for the director election and say-on-pay proposals.