Bioatla (BCAB) investor relations material

Executive summary

• Special Meeting scheduled for December 30, 2025, to be held virtually, with all stockholders encouraged to vote in advance or participate online.

• Three key proposals: approval of stock issuance exceeding 20% of outstanding shares, a reverse stock split, and potential adjournment to solicit more votes if needed.

• Board of directors unanimously recommends voting in favor of all proposals.

Voting matters and shareholder proposals

• Proposal One seeks approval to issue more than 20% of outstanding common stock under financing agreements, providing access to up to $15 million in capital.

• Proposal Two requests authorization for a reverse stock split at a ratio between 1-for-5 and 1-for-20, at the board's discretion, to regain Nasdaq compliance.

• Proposal Three allows adjournment of the meeting to solicit additional proxies if necessary.

• Board recommends voting “FOR” all proposals; specific voting thresholds apply to each.

• Stockholder proposals for the 2026 annual meeting must be submitted by January 2, 2026, to be included in proxy materials.

Board of directors and corporate governance

• Board retains discretion on timing and ratio of the reverse stock split, with authority to implement by June 30, 2026.

• Board and executive officers collectively own a significant portion of outstanding shares, with detailed beneficial ownership disclosed.