{"url_path":"/sec/bdtx/8-k/2026-06-29/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-29","source_url":"https://www.sec.gov/Archives/edgar/data/1701541/0001104659-26-078847-index.html","accession_number":"0001104659-26-078847","cik":"0001701541","ticker":"BDTX","issuer_name":"Black Diamond Therapeutics, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1701541/0001104659-26-078847-index.html","primary_entity_key":"0001701541","primary_entity_name":"Black Diamond Therapeutics, Inc."},"word_count":718,"has_tables":true,"body_markdown":"**Item 5.07. Submission of Matters to a Vote of Security Holders.**\n\n \n\nOn June 26, 2026, Black Diamond Therapeutics, Inc.\n(the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) in a virtual-only format via\nlive webcast. Proxies were solicited pursuant to the Company’s definitive proxy statement (the “Proxy Statement”) filed\non April 29, 2026 with the Securities and Exchange Commission under Section 14(a) of the Securities Exchange Act of 1934,\nas amended. As of the close of business on April 28, 2026, the record date for the Annual Meeting, the number of shares of the Company’s\ncommon stock, $0.0001 par value per share (“Common Stock”), outstanding and entitled to vote at the Annual Meeting was 57,301,774.\nThe number of shares of Common Stock present in person or by remote communication, if applicable, or represented by valid proxy at the\nAnnual Meeting was 44,690,495, thus establishing a quorum for the transaction of business at the Annual Meeting. Shares present virtually\nduring the Annual Meeting were considered shares of Common Stock represented in person at the Annual Meeting. Each share of Common Stock\nwas entitled to one vote with respect to matters submitted to the Company’s stockholders at the Annual Meeting.\n\n \n\nAt the Annual Meeting, the Company’s stockholders\nwere asked to vote on the following matters, which were described in detail in the Proxy Statement: (i) to elect two Class III\ndirector nominees to the Company’s Board of Directors (the “Board”), each to serve for a three-year term until the Company’s\n2029 annual meeting of stockholders and until his or her respective successor has been duly elected and qualified, or until his or her\nearlier death, resignation or removal (“Proposal No. 1”), (ii) to ratify the appointment of PricewaterhouseCoopers\nLLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 (“Proposal\nNo. 2”), (iii) to approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers\n(“Proposal No. 3”), and (iv) to approve, on a non-binding, advisory basis, the preferred frequency of future non-binding,\nadvisory votes to approve the compensation of the Company’s named executive officers (“Proposal 4”).\n\n \n\nThe voting results reported below are final.\n\n \n\nProposal No. 1\n\n \n\nShannon Campbell and Kapil Dhingra were duly elected\nto the Board as Class III directors. The results of the stockholders’ vote with respect to the election of the Class III\ndirectors were as follows:\n\n \n\nCLASS III DIRECTOR NOMINEE \nFOR \nWITHHELD \nBROKER\nNON-\nVOTES \n\nShannon Campbell \n 19,251,021 \n 17,219,135 \n 8,220,339 \n\nKapil Dhingra \n 13,966,232 \n 22,503,924 \n 8,220,339 \n\n \n\nProposal No. 2\n\n \n\nThe appointment of PricewaterhouseCoopers LLP\nas the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified. The\nresults of the stockholders’ vote with respect to such ratification were as follows:\n\n \n\nFOR \nAGAINST \nABSTAIN \nBROKER\nNON-\nVOTES\n\n44,421,545 \n117,976 \n150,974 \n0\n\n \n\n \n\n \n\n \n\nProposal No. 3\n\n \n\nThe Company’s stockholders approved the\nnon-binding, advisory vote on the compensation of the Company’s named executive officers. The results of the stockholders’\nvote with respect to such non-binding, advisory vote were as follows:\n\n \n\n**FOR**\n \n**AGAINST**\n \n**ABSTAIN**\n \n**BROKER\nNON-\nVOTES**\n\n35,071,684\n \n1,243,945\n \n154,527\n \n8,220,339\n\n \n\nProposal No. 4\n\n \n\nThe Company’s stockholders determined that\nfuture non-binding, advisory votes on the compensation of the Company’s named executive officers would be held every year. The results\nof the stockholders’ non-binding, advisory vote with respect to the preferred frequency of future non-binding, advisory votes on\nthe compensation of the Company’s named executive officers were as follows:\n\n \n\n1-YEAR \n2-YEAR \n3-YEAR \nABSTAIN \nBROKER\nNON-\nVOTES\n\n30,446,520 \n84,537 \n5,740,812 \n198,287 \n8,220,339\n\n \n\nBased on these voting results, and the recommendation\nof the Board that was included in the Proxy Statement, the Company has determined that it will hold future advisory votes on the compensation\nof the Company’s named executive officers on an annual basis until the next stockholder advisory vote on the frequency of future\nvotes on the compensation of the Company’s named executive officers.\n\n \n\nNo other matters were submitted to or voted on\nby the Company’s stockholders at the Annual Meeting.\n\n \n\n \n\n \n\n \n\n**SIGNATURE**\n\n \n\nPursuant to the requirements of the Securities Exchange Act of 1934,\nthe registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.\n\n \n\n \n**BLACK DIAMOND THERAPEUTICS, INC.**\n\n \n \n \n\nDate: June 29, 2026\nBy:\n/s/ Brent Hatzis-Schoch\n\n \nName:\nBrent Hatzis-Schoch\n\n \nTitle:\nChief Operating Officer and General Counsel"}