Quince Therapeutics, Inc. ($QNCX)

Earnings Call Transcript · June 11, 2026

NasdaqGS US Health Care Biotechnology Shareholder/Analyst Calls

Highlights from the call

During the Quince Therapeutics Annual Meeting held on June 11, 2026, the company announced the approval of a reverse stock split ranging from 1:10 to 1:100, which could significantly impact share liquidity and market perception. The meeting also confirmed the election of June Bray to the Board of Directors and ratified the selection of BDO USA as the independent auditor for the fiscal year ending December 31, 2026. Specific financial metrics and earnings guidance were not disclosed in this meeting, leaving investors awaiting further updates.

Main topics

  • Reverse Stock Split Approval: Management confirmed the approval of a reverse stock split of outstanding shares by a ratio between 1:10 and 1:100, stating, 'the exact ratio to be set within that range at the discretion of our Board of Directors.' This move is aimed at enhancing share liquidity and potentially improving the stock's market perception.
  • Board of Directors Election: June Bray was elected as a Class I director to serve until the 2029 Annual Meeting, which signals stability in governance. Dirk Thye noted, 'June Bray has been elected as Class I director to serve until our 2029 Annual Meeting of Stockholders.'
  • Independent Auditor Ratification: The selection of BDO USA as the independent auditor for the fiscal year ending December 31, 2026, was ratified, indicating continuity in financial oversight. This was confirmed during the meeting without any dissent.
  • Compensation Advisory Vote: The advisory vote on the compensation of named executive officers was approved, reflecting shareholder support for management's compensation strategy. This was disclosed in the proxy statement prior to the meeting.
  • Meeting Adjournment: The meeting concluded with the approval of all proposals and an indication that final results will be reported in a Form 8-K within four business days. This suggests a commitment to transparency and timely communication with shareholders.

Key metrics mentioned

  • Reverse Stock Split Ratio: 1:10 to 1:100 (Approved range for the reverse stock split, aimed at enhancing liquidity.)
  • Board Election Term: 2029 (June Bray elected to serve until the 2029 Annual Meeting.)
  • Independent Auditor: BDO USA (Ratified for the fiscal year ending December 31, 2026.)
  • Executive Compensation Vote: Approved (Advisory vote on executive compensation disclosed in proxy statement.)

The approval of the reverse stock split is a significant development that may enhance liquidity and attract investor interest. However, the absence of detailed financial metrics and guidance raises concerns among analysts. Investors should monitor the upcoming Form 8-K for final voting results and any additional disclosures that could impact the investment thesis.

Earnings Call Speaker Segments

Operator

Operator
#1

Hello, and welcome to the 2026 Quince Therapeutics Annual Meeting of Stockholders. Please note that this meeting is being recorded, and a replay will be posted to the Investor Relations section of Quince's website. It is my pleasure to now turn the over to Dirk Thye, the company's Chief Executive Officer, Chief Medical Officer, a member of the Board of Directors and Chair of the meeting. Dirk, the floor is yours.

Dirk Thye

Executives
#2

Thank you, and good morning. It's a pleasure to welcome you to Quince Annual Meeting of Stockholders. Thank you for joining us today live via our Internet webcast. It is 10:00 a.m. Pacific and time to call to order this Annual Meeting of Stockholders of Quince Therapeutics. I'd like to introduce several members of our management team who are joining me on this virtual meeting today. Brigette Roberts, MD, Chief Corporate Affairs Officer of Quince and former CEO of Orphai Therapeutics; Brendan Hannah, our Chief Operating Officer, Chief Business Officer, Chief Compliance Officer and Secretary, who is also acting as Secretary of the meeting today; and Sandy Leng, our Controller, Executive Director of Finance and Accounting. We also have members of our Board of Directors present today. Also with us today is Dan Harris, representing BDO of USA, our independent registered public accountants, and he is available to respond to appropriate questions. Lastly, also present is Dan Lyman, representing Dorsey & Whitney, our outside corporate counsel; and Jordan Hirsch, representing Equiniti Transfer Agent Services, who is acting as our Inspector of Elections. We will now conduct the formal part of the meeting, which includes voting on the proposals to be considered. The polls are now open. If you have not already voted, you may do so by clicking on the Vote My Shares tab at the top-right of the screen. Voting procedures will be addressed in greater detail shortly. The annual meeting is being held in accordance with the company's bylaws and Delaware law. The items on the agenda for the formal meeting are: number one, elect the Board of Directors Class I nominee, June Bray for director to serve until the 2029 Annual Meeting of Stockholders and until her successor is duly elected and qualified; number two, approved amendment to our ended and restated certificate of incorporation to effect a reverse stock split of our outstanding shares of common stock by a ratio ranging from 1:10 to 1:100 with the exact ratio to be set within that range at the discretion of our Board of Directors without further approval or authorization of our stockholders. Number three, ratify the selection of BDO USA as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2026. Number four, on an advisory basis, the compensation of the company's named executive officers as disclosed in the proxy statement. Number five, approve the adjournment or postponement of the annual meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in favor of the foregoing proposals. And number six, transact any other business as may properly come before the annual meeting or any adjournment or postponement at the annual meeting. After we vote on these matters, an announcement will be made regarding the preliminary results, and the formal meeting will be adjourned. Will the Secretary please report at this time with respect to the mailing of the notice of the meeting?

Brendan Hannah

Executives
#3

I approve by affidavit certifying that notice of this meeting was duly given and that the notice of Annual Meeting of Stockholders was mailed on or about April 30, 2026, to all stockholders of record at the close of business on April 23, 2026, the record date for the meeting.

Dirk Thye

Executives
#4

Thank you. We have appointed Jordan Hirsch, a representative of Equiniti Transfer Agent Services, to act as Inspector of Elections for this annual meeting. The Inspector of Elections has signed an oath of office, which will be filed with the minutes of this meeting. Will the Secretary please report at this time with respect to the existence of a quorum?

Brendan Hannah

Executives
#5

The Inspector of Elections has advised me that we have a sufficient number of shares to constitute a quorum. Therefore, the meeting is duly constituted, and we may proceed with business.

Dirk Thye

Executives
#6

Okay. Thank you. I will now describe the voting procedures. Stockholders attending the meeting via Internet webcast may vote their shares in real time until the polls are closed. The votes cast today will be counted in the final tally along with the proxies previously received. Inspector of Elections will provide the preliminary results of voting at the end of the meeting. If anyone has a question regarding voting procedures, please submit the question by clicking on the questions box at the right side of your screen, typing your question into the text box and then clicking the submit button. The polls for each matter to be voted on at this meeting are open. Any stockholder who hasn't voted or wishes to change his or her vote may do so by clicking the Vote My Shares tab at the top right of your screen. Stockholders who have sent in proxies or voted via telephone or Internet and do not want to change their vote do not need to take any further action. Okay. The proposals. We have 5 proposals from the company properly before the meeting. Detailed information concerning these proposals in the proxy is in the proxy statement sent or made available to Quince stockholders. At this time, I'd like to ask whether there are any questions concerning those 5 proposals.

Brendan Hannah

Executives
#7

Dirk, I see no questions pertaining to the 5 proposals, please proceed with the meeting.

Dirk Thye

Executives
#8

Okay. At this point, the polls are about to close. If you have not yet voted, please do so immediately. [Voting]

Dirk Thye

Executives
#9

It is now 10:06 on June 11, 2026, and the polls for each matter to be voted on at this meeting are now closed. No additional online ballots, proxies or votes and no changes or revocations will be accepted. The proxies and online ballots will be tabulated by the Inspector of Elections. At this time, based on preliminary information provided by the Inspector of Elections, I can report that June Bray has been elected as Class I director to serve until our 2029 Annual Meeting of Stockholders and until her successor is duly elected and qualified. The amendment to Quince's amended and restated certificate of incorporation to effect a reverse stock split of all of our outstanding shares of common by a ratio ranging from 1 for 1:10 to 1:100 with the exact ratio to be set within that range at the discretion of our Board of Directors without further approval or authorization of our stockholders has been approved. The selection of BDO USA as our independent auditor for the fiscal year ending December 31, 2026, has been ratified. Approve on an advisory basis, the compensation of the company's named executive officers as disclosed in the proxy statement; approve the adjournment or postponement of the annual meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in favor of the foregoing proposals and transact any other business as may properly come before the annual meeting or any adjournment or postponement of the annual meeting. These are the results -- these are the preliminary results of voting. The final results will be reported on our current report on Form 8-K to be filed with the SEC within 4 business days after the end of this meeting. And with that, the Annual Meeting of the Stockholders is adjourned. Thank you for your attendance and your continued support of Quince Therapeutics.

Operator

Operator
#10

Thank you for your participation in today's meeting. This concludes the program. You may now disconnect.

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