Mesoblast Passes All Resolutions at 10 November 2026 Annual General Meeting

Aakashdeep

10 November 2026 05:17 PM AEDT

Mesoblast Passes All Resolutions at 10 November 2026 Annual General Meeting

Image Source: Krish Capital Pty Ltd

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Mesoblast Limited (ASX:MSB) disclosed that all resolutions put to shareholders at its Annual General Meeting held on 10 November 2026 were carried, including the re-election of a director, election of a new director, and approval of equity incentive arrangements for executives and non-executive directors.

Key Points

All thirteen resolutions were decided by poll and carried at the 10 November 2026 AGM.
The remuneration report was adopted with 72.06% of votes in favour, triggering a strike under the two-strikes rule.
Mr Philip Facchina was re-elected as a director with 92.98% of votes in favour; Mr Jon Voigtman was elected as a director with 81.22% in favour.
Options for CEO Dr Silviu Itescu's long-term incentive for 2026/2027 were approved with 85.96% in favour, and short-term incentive options for 2025/2026 with 93.07% in favour.
The Mesoblast Restricted Stock Unit Plan was approved for the purposes of ASX Listing Rule 7.2 (Exception 13) with 66.98% of votes in favour.

Director Elections and Remuneration Report

Shareholders voted to re-elect Mr Philip Facchina as a director, with 92.98% of poll votes cast in favour and 7.02% against. Mr Jon Voigtman was elected as a new director, receiving 81.22% of votes in favour and 18.78% against. The remuneration report was adopted by 72.06% of votes in favour, with 27.94% against. According to the filing, a strike was recorded against the remuneration report. All resolutions at the meeting were decided by way of a poll, as stated in the company disclosure.

Executive Equity Incentive Approvals

Shareholders approved the proposed issue of options to Chief Executive Officer Dr Silviu Itescu in connection with his long-term incentive remuneration for the 2026/2027 financial year, with 85.96% of votes in favour. A separate resolution approving options to Dr Itescu for his short-term incentive remuneration for the 2025/2026 financial year was carried with 93.07% in favour. Options proposed for issue to Chief Medical Officer Dr Eric Rose in connection with his long-term incentive remuneration for the 2026/2027 financial year were also approved, receiving 69.25% of votes in favour.

Restricted Stock Unit Plan and Non-Executive Director Grants

The Mesoblast Limited Restricted Stock Unit Plan was approved for the purposes of ASX Listing Rule 7.2 (Exception 13) and the definition of employee share buy-back, with 66.98% of votes in favour. Individual restricted stock unit grants to non-executive directors were each carried: Mr Philip Facchina with 74.91% in favour, Ms Lyn Cobley AM with 74.75%, Ms Jane Bell AM with 60.33%, and Dr Gregory George with 75.10%. Mr Jon Voigtman's restricted stock unit grant was approved with 61.54% in favour. A separate resolution approving the issue of warrants to Dr Gregory George was carried with 88.00% of votes in favour.

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