8-K current report · filed Jun 4, 2026

Trevi Therapeutics, Inc. (TRVI) 8-K Current Report: June 4, 2026

Item 5.02Item 5.03Item 5.07TRVI overviewOriginal on SEC EDGAR

Short answer

Trevi Therapeutics, Inc. (TRVI) filed an 8-K current report with the SEC on June 4, 2026 reporting Item 5.02 (Departure/Election of Directors or Officers), Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 5.07 (Submission of Matters to a Vote of Security Holders). Shareholders approved 8,000,000 additional common shares for the A&R 2019 Stock Incentive Plan.

Trevi Therapeutics, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.02 · Departure/Election of Directors or Officers

  • Shareholders approved 8,000,000 additional common shares for the A&R 2019 Stock Incentive Plan
  • Expanded equity pool supports employee and director retention but increases potential shareholder dilution
  • Non-employee director compensation limits add governance controls on equity awards
  • Prohibited share recycling and forfeitable dividends tighten plan administration and reduce future grant capacity

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Authorized common shares doubled from 200,000,000 to 400,000,000
  • Stockholder-approved amendment effective June 3, 2026, following Delaware filing
  • Expanded share capacity enables potential equity raises, acquisitions, or employee compensation
  • Potential dilution risk for existing shareholders if newly authorized shares are issued

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

  • Michael Heffernan elected Class I director through 2029, strengthening board continuity
  • Ernst & Young reappointed for fiscal 2026, with 114,001,970 votes supporting auditor ratification
  • Executive compensation approved advisory, with 98,119,461 votes in favor
  • A&R 2019 Plan approved, supporting continued equity-based compensation capacity
  • Authorized common shares doubled from 200,000,000 to 400,000,000, expanding potential financing and dilution capacity

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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