{"url_path":"/sec/crsp/8-k/2026-06-04/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":"2026-06-04","source_url":"https://www.sec.gov/Archives/edgar/data/1674416/0001193125-26-257593-index.html","accession_number":"0001193125-26-257593","cik":"0001674416","ticker":"CRSP","issuer_name":"CRISPR Therapeutics AG","edgar_url":"https://www.sec.gov/Archives/edgar/data/1674416/0001193125-26-257593-index.html","primary_entity_key":"0001674416","primary_entity_name":"CRISPR Therapeutics AG"},"word_count":1422,"has_tables":true,"body_markdown":"Item 5.07. Submission of Matters to a Vote of Security Holders\n\nThe Annual Meeting was held on June 4, 2026. Proxies were solicited pursuant to the Proxy Statement.\n\nAt the Annual Meeting, the Company’s shareholders were asked (i) to approve the Swiss management report, the consolidated financial statements and the statutory financial statements of the Company for the year ended December 31, 2025, (ii) to approve the appropriation of financial results, (iii) to discharge the members of the Company’s Board of Directors and Executive Committee, (iv) to re-elect eleven members, including the chairman to the Company’s Board of Directors, (v) to re-elect four members of the Compensation Committee of the Board of Directors, (vi) to approve the compensation for the Board of Directors and the Executive Committee and, on a non-binding basis, the Swiss statutory compensation report of the Company for the year ended December 31, 2025 (the “2025 Compensation Report”), (vii) to approve, on a non-binding basis, the compensation paid to the Company’s named executive officers under U.S. securities law requirements, (viii) to approve an increase to the Company’s capital band (ix) to approve an increase to the conditional share capital for the conversion of bonds and similar debt instruments, (x) to approve the 2026 Plan, (xi) to re-elect the independent voting rights representative, (xii) to re-elect Ernst & Young AG as the Company’s statutory auditor and to re-elect Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026, and (xiii) to approve the transaction of any other business that may properly come before the Annual Meeting.\n\nThe voting results reported below are final.\n\nProposal 1 – Approval of the Swiss Management Report, the Consolidated Financial Statements and the Statutory Financial Statements of the Company for the Year Ended December 31, 2025\n\nThe Swiss management report, the consolidated financial statements and the statutory financial statements of the Company for the year ended December 31, 2025 were approved. The results of the vote were as follows:\n\n \n\n \n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n70,716,663\n\n288,652\n\n248,393\n\n0\n\nProposal 2 – Approval of the Appropriation of Financial Results\n\nThe proposal to carry forward the net loss resulting from the appropriation of financial results was approved. The results of the vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n70,554,606\n\n415,599\n\n283,503\n\n0\n\nProposal 3 – Discharge of the Members of the Company’s Board of Directors and Executive Committee\n\nThe discharge of the members of the Company’s Board of Directors and the Executive Committee from personal liability for their activities during the year ended December 31, 2025 was approved. The results of the vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n48,379,678\n\n262,761\n\n112,414\n\n \n\n22,498,855\n\nProposal 4 – Re-election of the Members to the Board of Directors and the Chairman\n\nSamarth Kulkarni, Ph.D., Ali Behbahani, M.D., Maria Fardis, Ph.D., H. Edward Fleming Jr., M.D., Simeon J. George, M.D., John T. Greene, Katherine A. High, M.D., Sandesh Mahatme, LL.M., Briggs W. Morrison, M.D., Christian Rommel, Ph.D. and Douglas A. Treco, Ph.D. were each duly re-elected as members of the Company’s Board of Directors and Samarth Kulkarni, Ph.D. was duly re-elected as the chairman of the Company’s Board of Directors. The results of the election were as follows:\n\nNOMINEE\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nSamarth Kulkarni, Ph.D.\n\n47,043,987\n\n1,628,226\n\n82,640\n\n22,498,855\n\nAli Behbahani, M.D.\n\n35,498,392\n\n13,174,523\n\n81,938\n\n22,498,855\n\nMaria Fardis, Ph.D.\n\n47,804,457\n\n874,207\n\n76,189\n\n22,498,855\n\nH. Edward Fleming Jr., M.D.\n\n46,977,636\n\n1,686,127\n\n91,090\n\n22,498,855\n\nSimeon J. George, M.D.\n\n47,435,748\n\n1,225,519\n\n93,586\n\n22,498,855\n\nJohn T. Greene\n\n46,876,367\n\n1,793,109\n\n85,377\n\n22,498,855\n\nKatherine A. High, M.D.\n\n47,779,619\n\n899,787\n\n75,447\n\n22,498,855\n\nSandesh Mahatme, LL.M.\n\n46,268,964\n\n2,405,580\n\n80,309\n\n22,498,855\n\nBriggs W. Morrison, M.D.\n\n \n\n46,013,911\n\n \n\n2,659,681\n\n \n\n81,261\n\n \n\n22,498,855\n\nChristian Rommel, Ph.D.\n\n47,802,202\n\n872,050\n\n80,601\n\n22,498,855\n\nDouglas A. Treco, Ph.D.\n\n44,359,453\n\n4,317,384\n\n78,016\n\n22,498,855\n\nProposal 5 – Re-election of the Members of the Compensation Committee\n\nAli Behbahani, M.D., H. Edward Fleming, Jr., M.D., John T. Greene and Briggs W. Morrison, M.D. were each duly re-elected as members of the Company’s Compensation Committee of the Board of Directors. The results of the election were as follows:\n\nNOMINEE\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nAli Behbahani, M.D.\n\n35,458,908\n\n13,198,641\n\n97,304\n\n22,498,855\n\nH. Edward Fleming Jr., M.D.\n\n46,322,476\n\n2,341,513\n\n90,864\n\n22,498,855\n\nJohn T. Greene\n\n46,319,646\n\n2,326,146\n\n109,061\n\n22,498,855\n\nBriggs W. Morrison, M.D.\n\n45,317,635\n\n3,329,265\n\n107,953\n\n22,498,855\n\nProposal 6 – Approval of the Compensation for the Board of Directors and the Executive Committee and Non-Binding Advisory Vote on the 2025 Compensation Report\n\n \n\n \n\nThe total non-performance-related compensation for members of the Board of Directors from the Annual Meeting to the 2027 annual general meeting of shareholders was approved on a binding basis. The results of the binding vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n48,085,285\n\n516,488\n\n153,080\n\n22,498,855\n\nThe grant of equity for members of the Board of Directors from the Annual Meeting to the 2027 annual general meeting of shareholders was approved on a binding basis. The results of the binding vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n39,099,507\n\n9,503,941\n\n151,405\n\n22,498,855\n\nThe total non-performance related compensation for members of the Executive Committee from July 1, 2026 to June 30, 2027 was approved on a binding basis. The results of the binding vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n41,987,938\n\n6,608,726\n\n158,189\n\n22,498,855\n\nThe total variable compensation for members of the Executive Committee for the current year ending December 31, 2026 was approved on a binding basis. The results of the binding vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n41,997,078\n\n6,612,356\n\n145,419\n\n22,498,855\n\nThe grant of equity for members of the Executive Committee from the Annual Meeting to the 2027 annual general meeting of shareholders was approved on a binding basis. The results of the binding vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n33,726,778\n\n14,883,412\n\n144,663\n\n22,498,855\n\nThe endorsement of the 2025 Compensation Report was approved on a non-binding basis. The results of the non-binding vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n39,906,651\n\n8,704,469\n\n143,733\n\n22,498,855\n\nProposal 7 – Non-Binding Advisory Vote on the Compensation Paid to the Company’s Named Executive Officers Under U.S. Securities Law Requirements\n\nThe compensation paid to the named executive officers was approved on a non-binding basis. The results of the non-binding vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n33,742,001\n\n14,867,591\n\n145,261\n\n22,498,855\n\nProposal 8 – Approval of an Increase to the Company’s Capital Band\n\nAn increase to the Company’s capital band was approved with at least two thirds of the votes represented and the absolute majority of the par value of the represented shares. The results of the vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n69,408,999\n\n \n\n1,361,697\n\n483,012\n\n0\n\nProposal 9 – Approval of an Increase to the Conditional Share Capital for the Conversion of Bonds and Similar Debt Instruments\n\n \n\n \n\nAn increase to the conditional share capital for the conversion of bonds and similar debt instruments was approved with at least two thirds of the votes represented and the absolute majority of the par value of the represented shares. The results of the vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n47,341,035\n\n \n\n1,298,782\n\n115,036\n\n22,498,855\n\nProposal 10 – Approval of the 2026 Plan\n\nThe 2026 Plan was approved. The results of the vote were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n42,839,199\n\n \n\n5,763,564\n\n152,090\n\n22,498,855\n\nProposal 11 – Re-election of the Independent Voting Rights Representative\n\nMarius Meier, Attorney at Law, was duly re-elected as the independent voting rights representative. The results of the election were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n70,290,203\n\n640,943\n\n322,562\n\n \n\n0\n\nProposal 12 –Re-election of the Auditors\n\nErnst & Young AG was duly elected as the Company’s statutory auditor for the term of office of one year, and Ernst & Young LLP was duly elected as the Company’s independent registered public accounting firm for the year ending December 31, 2026. The results of the election were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n69,875,653\n\n462,910\n\n915,145\n\n0\n\nProposal 13 – Transact Any Other Business that may Properly Come Before the 2026 Annual General Meeting or any Adjournment or Postponement thereof\n\nThe proposal for the transaction of any other business that properly came before the Annual Meeting or any adjournment or postponement thereof, to follow the respective proposal of the Board of Directors as proposed at the Annual Meeting, was approved. The results of the election were as follows:\n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nNUMBER\n\n29,000,337\n\n19,464,339\n\n290,177\n\n22,498,855"}