{"url_path":"/sec/ocul/8-k/2026-06-12/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-12","source_url":"https://www.sec.gov/Archives/edgar/data/1393434/0001104659-26-073496-index.html","accession_number":"0001104659-26-073496","cik":"0001393434","ticker":"OCUL","issuer_name":"OCULAR THERAPEUTIX, INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/1393434/0001104659-26-073496-index.html","primary_entity_key":"0001393434","primary_entity_name":"OCULAR THERAPEUTIX, INC"},"word_count":352,"has_tables":true,"body_markdown":"**Item 5.07**\n**Submission of Matters to a Vote of Security Holders.**\n\n \n\nThe following is a summary of the matters voted on at the 2026 Annual\nMeeting.\n\n \n\n**(1)**The Company’s stockholders elected Pravin U. Dugel, M.D. and Merilee Raines as Class III directors to serve until the 2029 Annual\nMeeting of Stockholders, each such director to hold office until his or her successor has been duly elected and qualified. The results\nof the stockholders’ vote with respect to the election of such Class III directors were as follows:\n\n \n\nName \nVotes For  \nVotes\nWithheld  \nBroker\nNon-Votes \n\nPravin U. Dugel, M.D. \n142,371,228  \n14,705,114  \n32,446,509 \n\nMerilee Raines \n136,531,519  \n20,544,823  \n32,446,509 \n\n \n\n**(2)**The Company’s stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive\nofficers as disclosed in the 2026 Proxy Statement. The results of the stockholders’ vote were as follows:\n\n \n\nFor  \nAgainst  \nAbstain  \nBroker Non-Votes\n\n116,101,559  \n40,115,637  \n859,146  \n32,446,509\n\n \n\n**(3)**The Company’s stockholders approved, on a non-binding, advisory basis, “One Year” for the frequency of future advisory\nvotes to approve the compensation of the Company’s named executive officers. The results of the stockholders’ vote were as\nfollows:\n\n \n\nOne Year  \nTwo Years  \nThree Years  \nAbstain  \nBroker Non-Votes \n\n154,178,013  \n612,895  \n1,042,331  \n1,243,103  \n32,446,509 \n\n \n\nIn accordance with the results of the non-binding, advisory vote of\nthe Company’s stockholders and its previous recommendation, the Board has determined that future advisory votes to approve named\nexecutive officer compensation will be held every year until the next required advisory vote on the frequency of stockholder votes to\napprove named executive officer compensation.\n\n \n\n**(4)**The Company’s stockholders approved Amendment No. 5 to increase the number of shares of common stock of the Company issuable\nunder the 2021 Stock Incentive Plan by 10,000,000 shares. The results of the stockholders’ vote with respect to such amendment were\nas follows:\n\n \n\nFor  \nAgainst  \nAbstain  \nBroker Non-Votes\n\n150,723,228  \n5,688,862  \n664,252  \n32,446,509\n\n \n\n**(5)**The Company’s stockholders ratified the selection of PricewaterhouseCoopers LLP as its independent registered public accounting\nfirm for the fiscal year ending December 31, 2026. The results of the stockholders’ vote with respect to such ratification were\nas follows:\n\n \n\nFor  \nAgainst  \nAbstain  \nBroker Non-Votes\n\n187,152,838  \n2,113,944  \n256,069  \n─"}