{"url_path":"/sec/mdgl/8-k/2026-06-17/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":"2026-06-17","source_url":"https://www.sec.gov/Archives/edgar/data/1157601/0001104659-26-075130-index.html","accession_number":"0001104659-26-075130","cik":"0001157601","ticker":"MDGL","issuer_name":"MADRIGAL PHARMACEUTICALS, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1157601/0001104659-26-075130-index.html","primary_entity_key":"0001157601","primary_entity_name":"MADRIGAL PHARMACEUTICALS, INC."},"word_count":270,"has_tables":true,"body_markdown":"**Item 5.07 Submission of Matters to a Vote of Security Holders.**\n\n \n\nOn June 17, 2026, the Company held its Annual Meeting. As of April 23,\n2026, the record date for the Annual Meeting, 23,055,522 shares of the Company’s common stock were issued and outstanding, of which\n21,322,829 shares of the Company’s common stock were present in person or represented by proxy and entitled to vote at the Annual Meeting,\nconstituting a quorum. A summary of the matters voted upon by stockholders at the Annual Meeting is set forth below.\n\n \n\n1. The Company’s stockholders re-elected the three persons listed\nbelow as Class I directors, each to serve until the Company’s 2029 annual meeting of stockholders or until his successor is\nduly elected and qualified. The voting results were as follows:\n\n \n\n  \nFor \nWithheld \nBroker Non-Votes\n\nJulian C. Baker \n17,363,250 \n2,227,734 \n1,731,844\n\nDaniel J. Brennan \n19,469,200 \n121,784 \n1,731,844\n\nJames M. Daly \n18,921,185 \n669,799 \n1,731,844\n\n \n\n2. The Company’s stockholders approved, on a non-binding, advisory\nbasis, the compensation of the Company’s named executive officers. The voting results were as follows:\n\n \n\nFor \nAgainst \nAbstentions \nBroker Non-Votes\n\n19,000,895 \n561,058 \n29,031 \n1,731,844\n\n  \n\n3. The Company’s stockholders ratified the appointment of PricewaterhouseCoopers\nLLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The voting\nresults were as follows:\n\n \n\nFor \nAgainst \nAbstentions\n\n21,256,315 \n37,505 \n29,009\n\n  \n\n4. The Company’s stockholders approved the 2026 Stock Plan. The\nvoting results were as follows:\n\n \n\nFor \nAgainst \nAbstentions \nBroker Non-Votes\n\n19,118,851 \n446,394 \n25,739 \n1,731,844\n\n  \n\n5. The Company’s stockholders approved the 2026 ESPP. The voting\nresults were as follows:\n\n \n\nFor \nAgainst \nAbstentions \nBroker Non-Votes\n\n19,546,766 \n22,948 \n21,270 \n1,731,844\n\n  \n\n3"}