TSHA Taysha Gene Therapies, Inc. - 8-K

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 1, 2026, Taysha Gene Therapies, Inc. (the “ Company ”) held its 2026 annual meeting of stockholders (the “ Annual Meeting ”). At the Annual Meeting, the stockholders considered four proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 22, 2026 (the “ Proxy Statement ”). Of the 287,341,999 shares outstanding as of the record date, 243,857,812 shares, or approximately 84.86%, were present or represented by proxy at the Annual Meeting. Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting.

Proposal No. 1 : Election of two nominees to serve as directors until the 2029 annual meeting of stockholders and until their respective successors are elected and qualified. The votes were cast as follows:

Name

Votes For

Votes Withheld

Sean P. Nolan

169,142,295

35,742,331

Laura Sepp-Lorenzino, Ph.D.

150,094,517

54,790,109

Broker Non-Votes: 38,973,186

Both nominees were elected.

Proposal No. 2 : Ratification of the selection of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. The votes were cast as follows:

Votes For

Votes Against

Abstained

Ratification of selection of Deloitte & Touche LLP

243,814,085

25,551

18,176

Broker Non-Votes: 0

Proposal No. 3 : Approval of, on a non-binding advisory basis, the compensation of the Company’s named executive officers, as disclosed in the proxy statement. The votes were cast as follows:

Votes For

Votes Against

Abstained

Approval of the compensation of the Company’s named executive officers

168,142,551

36,396,784

345,291

Broker Non-Votes: 38,973,186

Proposal No. 4 : Indication of, on a non-binding advisory basis, the preferred frequency of future stockholder advisory votes on the compensation of the Company’s named executive officers. The votes were cast as follows:

One Year

Two

Years

Three

Years

Abstained

Advisory indication of preferred frequency of future shareholder advisory votes on Company’s named executive officer compensation

203,825,717

360,924

630,378

67,607

Broker Non-Votes: 38,973,186

Consistent with the stockholder voting results above and the recommendation of the board of directors of the Company (the “ Board ” ) as disclosed in the Proxy Statement for the Annual Meeting, the Company has determined to solicit a non-binding advisory vote on the compensation of the Company’s named executive officers every year until the next required stockholder vote on the frequency of such non-binding advisory vote, or until the Board of the Company determines that a different frequency of such non-binding advisory vote is in the best interest of the Company’s stockholders.