AI English summary of an SEC filing — figures as filed

The company said Suketu Upadhyay informed the Board on April 28, 2026 of his decision not to stand for re-election as a director at the 2026 annual meeting.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Apr 29, 2026Period of report Apr 28, 2026Summary published (UTC) Oct 2, 2026

Key points

AI summary

The company said Suketu Upadhyay informed the Board on April 28, 2026 of his decision not to stand for re-election as a director at the 2026 annual meeting.
Vertex said Upadhyay was recently named the incoming Chief Financial Officer of Incyte Corporation, and that he decided to leave the Board because of scheduling conflicts tied to his new role, with no disagreement with the company. He will serve as a director until the 2026 annual meeting.
The company said it plans to reduce the size of the Board to 10 members after Upadhyay's departure.
The company said it considers its proxy materials for the 2026 annual meeting amended to remove Upadhyay as a nominee. The rest of the slate is unchanged, and proxies already voted remain valid except as they relate to Upadhyay.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Director Not Standing for Re-Election

The company said Suketu Upadhyay informed the Board on April 28, 2026 of his decision not to stand for re-election as a director at the 2026 annual meeting.

Source · Based on the filing body and exhibits

Reason for Not Standing and Term on Board

Vertex said Upadhyay was recently named the incoming Chief Financial Officer of Incyte Corporation, and that he decided to leave the Board because of scheduling conflicts tied to his new role, with no disagreement with the company. He will serve as a director until the 2026 annual meeting.

Source · Based on the filing body and exhibits

Plan to Reduce Board Size

The company said it plans to reduce the size of the Board to 10 members after Upadhyay's departure.

Source · Based on the filing body and exhibits

Amendment of Proxy Materials

The company said it considers its proxy materials for the 2026 annual meeting amended to remove Upadhyay as a nominee. The rest of the slate is unchanged, and proxies already voted remain valid except as they relate to Upadhyay.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

View the original filing on SEC EDGAR ↗

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