CareDx (NASDAQ:CDNA) held its 2026 annual meeting of stockholders virtually, with shareholders approving all five proposals presented at the meeting, according to preliminary voting results announced during the event.
John Hanna, CareDx’s president and chief executive officer, chaired the meeting. Jeffrey Novack, the company’s general counsel, served as secretary, and Susan Miller was appointed as inspector of election. Nathan Mitchell, a partner at Deloitte & Touche LLP, attended on behalf of the company’s independent registered public accounting firm and was available to respond to appropriate audit-related questions during the question-and-answer portion.
Quorum Reached With 93% of Shares Represented
The board of directors had set April 15, 2026, as the record date for stockholders entitled to vote at the meeting. The company said the notice of availability of proxy materials was mailed on or about April 28, 2026, to stockholders of record as of that date.
Five Directors Elected
Stockholders elected five nominees to the company’s board of directors, each to serve until the 2027 annual meeting of stockholders or until a successor is duly elected and qualified.
The elected directors were:
- Michael Goldberg
- John Hanna
- Fred E. Cohen
- Suresh Gunasekaran
- Bryan Riggsbee
Hanna said the company had not received any advance notice from stockholders seeking to nominate additional director candidates, and the nominations were closed during the meeting. The preliminary results indicated that each nominee received more votes in favor than votes against, meeting the majority-vote standard for election.
Deloitte Ratified as Auditor
Shareholders also ratified the appointment of Deloitte & Touche LLP as CareDx’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026. The board had recommended that stockholders vote in favor of the ratification.
The preliminary report from the inspector of election indicated that a majority of shares represented at the meeting and entitled to vote supported the proposal.
Executive Compensation Measures Approved
Stockholders approved, on an advisory basis, the compensation of the company’s named executive officers as presented in the proxy statement. The non-binding measure, commonly referred to as a “say-on-pay” vote, received support from a majority of shares represented at the meeting and entitled to vote, according to the preliminary results.
Shareholders also voted on the frequency of future advisory votes on named executive officer compensation. The company said the option of holding the vote every one year received the highest number of votes cast. The board had recommended an annual say-on-pay vote.
Equity Incentive Plan Amendment Approved
The fifth proposal, an amendment to CareDx’s 2024 Equity Incentive Plan to increase the available shares reserved under the plan, was also approved. The company said a majority of shares present virtually or by proxy and entitled to vote supported the amendment.
No other stockholder proposals were presented at the meeting. The company said the final vote tally will be published in a current report on Form 8-K to be filed with the Securities and Exchange Commission on or before June 17, 2026.
After the business portion of the meeting concluded, Hanna said the company had received no questions related to the meeting. He then adjourned the meeting and thanked stockholders for their continuing support of CareDx.
About CareDx (NASDAQ:CDNA)
CareDx, Inc (NASDAQ: CDNA) is a precision diagnostics company focused on the care of transplant patients. The firm develops and commercializes non?invasive tests designed to detect organ transplant rejection and infection risk, helping physicians make informed management decisions throughout the post?transplant journey.
The company’s core product portfolio includes AlloMap®, a gene expression profiling test for heart transplant recipients, and AlloSure®, a donor?derived cell?free DNA assay used primarily in kidney transplant monitoring.
