Quince Therapeutics directors resign pending October stockholder vote

Quince Therapeutics, Inc. disclosed on September 30, 2026, that three board members have tendered conditional resignations tied to an upcoming special meeting of stockholders. The company filed a Form 8-K with the Securities and Exchange Commission to report the departure of June Bray, David Lamond, and Christopher Senner from the Board of Directors. These resignations are contingent upon stockholder approval of specific proposals scheduled for a special meeting on October 6, 2026, and will become effective two business days after that event concludes.

The conditional nature of the departures is linked to three required stockholder proposals detailed in the company's definitive proxy statement filed on August 25, 2026. The first proposal seeks approval for the issuance of common stock upon the conversion of Series C Non-Voting Convertible Preferred Stock and the exercise of related warrants and options for Orphai Therapeutics, LLC. This conversion is expected to represent more than 20% of outstanding common stock and may result in a change of control under Nasdaq Listing Rule 5635(b). A second proposal addresses the issuance of shares upon conversion of Series C Preferred Stock issued in a private placement, while the third proposes amending the certificate of incorporation to increase authorized common shares from 250,000,000 to 275,000,000.

In parallel with these resignations, the Board approved the conditional appointments of four new directors on October 1, 2026. Catherine Bonuccelli, Leone Patterson, James Valentine, and Drayton Wise are slated to join the board effective at the same time the resignations take effect. The filing specifies that Ms. Bonuccelli will serve as a Class I director and member of the Audit and Compensation Committees. Ms. Patterson is expected to serve as a Class III director and chair both the Audit Committee and the Compensation Committee. Mr. Valentine will act as a Class I director, serving on the Audit Committee and chairing the Nominating and Corporate Governance Committee. Mr. Wise will serve as a Class II director and member of the Nominating and Corporate Governance Committee.

Quince Therapeutics stated that the decisions by the resigning directors were not the result of any disagreement with the company regarding its operations, policies, or practices. The company is headquartered in South San Francisco, California, and its common stock trades on the Nasdaq Global Select Market under the symbol QNCX.