Form 8-K Bicara Therapeutics Inc. For: Jun 09

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June 10, 2026 4:06 PM EDT
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K
___________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): June 9, 2026

___________________________________
Bicara Therapeutics Inc.
(Exact name of registrant as specified in its charter)
___________________________________

Delaware
(State or other jurisdiction of
incorporation or organization)
001-42271
(Commission File Number)
83-2903745
(I.R.S. Employer Identification Number)
116 Huntington Avenue, Suite 703
Boston, MA 02116
(Address of principal executive offices and zip code)
(617) 468-4219
(Registrant's telephone number, including area code)
___________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common Stock, $0.0001 par value
BCAX
The Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
Emerging growth company    ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o



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

On June 9, 2026, Bicara Therapeutics Inc. (the “Company”) held its 2026 annual meeting of stockholders (the “Annual Meeting”). The stockholders considered two proposals at the Annual Meeting, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 27, 2026. Of the 65,600,370 shares of the Company’s common stock outstanding as of the record date, 55,924,987 shares, or approximately 85.25%, were present or represented at the Annual Meeting. Set forth below are the final results of the matters submitted for a vote of the stockholders at the Annual Meeting.

Proposal 1: Election of Directors

The Company’s stockholders elected each of the following individuals to serve as class II directors for a three-year term ending at the Company’s 2029 annual meeting of stockholders and until his or her successor has been duly elected and qualified, or until his or her earlier death, resignation or removal, with the votes cast as follows:

Director
Votes For
Votes Withheld
Broker Non-Votes
Christopher Bowden, M.D.
48,558,710
5,145,418
2,220,859
Carolyn Ng, Ph.D.
47,431,269
6,272,859
2,220,859

Proposal 2: Ratification of KPMG LLP

The Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with the votes cast as follows:

Votes For
Votes Against
Votes Abstaining
Ratification of appointment of KPMG LLP
55,914,602
8,815
1,570

No other matters were submitted to or voted on by the Company’s stockholders at the Annual Meeting.




SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Bicara Therapeutics Inc.
Date: June 10, 2026
By:
 /s/ Claire Mazumdar
Name:
Claire Mazumdar, Ph.D.
Title:
Chief Executive Officer



ATTACHMENTS / EXHIBITS

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