Certara (NASDAQ:CERT) shareholders approved all proposals presented at the company’s 2026 annual meeting, including the re-election of three directors, the ratification of its independent auditor and an advisory vote on executive compensation.
The virtual meeting was chaired by James Cashman, chairman of Certara’s board of directors. Cashman said the meeting was held pursuant to the company’s bylaws and written notice to shareholders. He thanked shareholders for their attendance, interest and support of the company.
Shareholders Re-Elect Three Directors
Shareholders re-elected Arjun Bedi, Stephen McLean and Jon Resnick as Class 3 directors. Each will serve until Certara’s 2029 annual meeting of shareholders, or until a successor is duly elected and qualified, unless there is an earlier resignation or removal.
Cashman said no other nominations were received by the deadline established in the company’s bylaws, and the nominations were closed during the meeting. The board had recommended that shareholders vote in favor of each nominee.
Cashman also acknowledged Cynthia Collins and Rosemary Crane, whose tenures on the board concluded with the end of the current board term and the start of a new one. “We are grateful for their contributions to the company,” Cashman said.
Auditor Ratified for 2026
Shareholders also ratified the appointment of RSM as Certara’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026. The board had recommended approval of the appointment.
According to the meeting’s procedural report, the company’s annual report on Form 10-K for the fiscal year ended Dec. 31, 2025, including financial statements certified by RSM, was sent or made available to shareholders eligible to vote at the meeting.
Executive Compensation Vote Approved
In a non-binding advisory vote, shareholders approved the compensation of Certara’s named executive officers for the most recently completed fiscal year. Cashman noted that the vote is advisory and not binding on the company, the board or the compensation committee, but said the board and compensation committee will consider the results.
Quorum and Voting Details
The record date for the meeting was March 20, 2026. As of that date, Certara had 153,325,078 shares of common stock issued and entitled to vote. The inspector of elections confirmed that proxies representing more than 50% of those shares had been received and were eligible to vote, establishing a quorum.
Preliminary results were read during the meeting. The company said the final report of the inspector of elections will be filed with the official records of the meeting. Certara also expects to report the voting results in a current report on Form 8-K to be filed with the Securities and Exchange Commission within four business days.
About Certara (NASDAQ:CERT)
Certara is a biosimulation software and services company that partners with pharmaceutical, biotechnology and medical device developers to accelerate drug discovery, development and regulatory approval. The company’s platform integrates quantitative pharmacology, real-world evidence, artificial intelligence and machine learning to model and simulate drug behavior across a range of therapeutic areas and patient populations. By applying these mechanistic and data-driven approaches, Certara helps its clients predict clinical outcomes, optimize dosing strategies and streamline decision-making throughout the product lifecycle.
The company’s offerings are divided into software tools and consulting services.
