Not independent
Tenure on this board
15.3 yrs
Also a director at
Generate Biomedicines Inc (GENB)
Meeting calendar
MRNA · Special meeting · Wednesday, November 12, 2025
Moderna Inc
10 nominees · 2 ballot items.
Moderna Special Meeting Proposals: (1) Approval of a one-time stock option exchange program for non-Executive Committee employees; (2) Approval of adjournment of the Special Meeting to a later date if necessary to solicit additional proxies for the Option Exchange.
Market cap
$28.8B
1Y TSR
+104.5%
Board grade
C
Record date
Sep 30, 2025
Filing
DEF 14A
Meeting concluded · Nov 12, 2025
Follow how the vote landed and what changed on Moderna Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
Proposals
On the ballot2
- 1
Approval of a One-Time Stock Option Exchange Program for Non-Executive Committee Employees
ManagementBoard: FORApproval of an option exchange allowing eligible non-Executive Committee employees to exchange underwater stock options for new options with an exercise price equal to the fair market value on the grant date, with new vesting terms, continuing to have the same expiration date, designed to be less dilutive and to improve retention.
- 2
Approval of Adjournment of the Special Meeting to a Later Date or Dates, If Necessary
ManagementBoard: FORApproval to adjourn or postpone the Special Meeting to a later date to permit further solicitation and vote on the Option Exchange Proposal if there are insufficient votes, and to enable soliciting additional proxies.
Director elections
Nominees on the ballot10
Independent
Tenure on this board
16.5 yrs
Also a director at
Generate Biomedicines Inc (GENB)
Not independent
Tenure on this board
New nominee
Independent
Tenure on this board
8.1 yrs
Also a director at
Okta Inc (OKTA)
Independent
Tenure on this board
6.6 yrs
Also a director at
Tectonic Therapeutic Inc (TECX)
Independent
Tenure on this board
6.2 yrs
Also a director at
Gilead Sciences Inc (GILD)Olema Pharmaceuticals Inc (OLMA)Revolution Medicines Inc (RVMD)
Independent
Tenure on this board
6.0 yrs
Independent
Tenure on this board
10.6 yrs
Also a director at
Medtronic PLC (MDT)Lyell Immunopharma Inc (LYEL)
Independent
Tenure on this board
1.8 yrs
Independent
Tenure on this board
1.9 yrs
Also a director at
Carlyle Group Inc (CG)
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | FMR LLC | 9.0% | 35,805,274 | $1.8B |
| 2 | VANGUARD CAPITAL MANAGEMENT LLC | 5.8% | 22,872,458 | $1.2B |
| 3 | Capital World Investors | 4.7% | 18,697,694 | $950M |
| 4 | VANGUARD PORTFOLIO MANAGEMENT LLC | 3.9% | 15,616,367 | $793M |
| 5 | STATE STREET CORP | 3.7% | 14,861,409 | $755M |
| 6 | BlackRock, Inc. | 3.4% | 13,402,727 | $681M |
| 7 | BAILLIE GIFFORD CO | 2.6% | 10,469,933 | $532M |
| 8 | TWO SIGMA INVESTMENTS, LP | 2.3% | 9,086,404 | $462M |
| 9 | FMR LLC | 2.2% | 8,543,450 | $434M |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 2.1% | 8,312,499 | $421M |
Peers
Nearest market capOther Healthcare sector meetings6
Upcoming shareholder meetings at Moderna Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.
Steris PLCSTE
Annual meeting·Jul 31, 2026·$20.6B
Jazz Pharmaceuticals PLCJAZZ
Annual meeting·Jul 23, 2026·$15.1B
Amneal Pharmaceuticals IncAMRX
Special meeting·Jul 31, 2026·$5.5B
Catalyst Pharmaceuticals IncCPRX
Special meeting·Jul 8, 2026·$3.8B
Organon & CoOGN
Special meeting·Jul 23, 2026·$3.6B
Haemonetics CorpHAE
Annual meeting·Jul 24, 2026·$3.4B
Reference
Frequently asked questions
- When is the Moderna Inc 2025 special meeting?
- Moderna Inc (MRNA) holds its 2025 special shareholder meeting on Wednesday, November 12, 2025.
- What is the record date for the Moderna Inc 2025 meeting?
- The record date for the Moderna Inc 2025 meeting is Tuesday, September 30, 2025. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Moderna Inc's 2025 meeting?
- The board is presenting 10 director nominees at the Moderna Inc 2025 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Moderna Inc 2025 meeting?
- Shareholders will vote on 2 proposals at the Moderna Inc 2025 meeting, each tagged with who proposed it and the board's recommendation.
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