UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
At the Annual Meeting of Stockholders held on May 4, 2026 (the “Meeting”), the stockholders of Innoviva, Inc. (“Innoviva”) elected five members to our board of directors, each for a one-year term expiring at the annual meeting of stockholders in 2027, as follows:
| Members |
Number of Shares Voted For |
Number of Shares Voted Against or Abstained |
Broker Non-Votes |
|||||||||
| Derek Small |
56,752,327 | 2,485,600 | 6,809,010 | |||||||||
| Mark A. DiPaolo, Esq. |
50,072,119 | 9,165,808 | 6,809,010 | |||||||||
| Jules Haimovitz |
56,834,625 | 2,403,302 | 6,809,010 | |||||||||
| Sarah J. Schlesinger, M.D. |
53,509,479 | 5,728,448 | 6,809,010 | |||||||||
| Pavel Raifeld |
58,880,013 | 357,914 | 6,809,010 | |||||||||
At the Meeting, our stockholders next approved on a non-binding advisory basis, Innoviva’s executive compensation. The vote for such approval was 56,243,880 shares for, 2,836,001 shares against, 158,046 shares abstaining, and 6,809,010 shares of broker non-votes.
Also at the Meeting, our stockholders next ratified the selection by the Audit Committee of the Board of Directors of Innoviva of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. The vote for such ratification was 66,008,453 shares for, 16,574 shares against, 21,910 shares abstaining and 0 broker non-votes.
At the Meeting, our stockholders also approved Innoviva’s 2026 Equity Incentive Plan. The vote for such approval was 55,435,111 shares for, 3,766,788 shares against, 36,028 shares abstaining, and 6,809,010 shares of broker non-votes.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| INNOVIVA, INC. | ||||||
| Date: May 4, 2026 | By: | /s/ Pavel Raifeld | ||||
| Pavel Raifeld | ||||||
| Chief Executive Officer | ||||||