60 Degrees Pharmaceuticals (SCTP) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on August 5, 2026, with voting available by phone or mail for shareholders of record as of July 2, 2026.

• Key proposals include director elections, amendments to the equity incentive plan, a reverse stock split, auditor ratification, a management success fee, and potential adjournment to solicit more proxies.

• The Board recommends voting in favor of all proposals, emphasizing alignment with shareholder interests and corporate governance best practices.

Voting matters and shareholder proposals

• Shareholders will vote on electing five directors, increasing authorized shares under the 2022 Equity Incentive Plan by 800,000, approving a reverse stock split (1:5 to 1:10), ratifying RBSM LLP as auditor, approving a management success fee for qualifying transactions, and adjourning the meeting if needed.

• The Board recommends a vote “FOR” all proposals and notes that no other business is expected at the meeting.

• Shareholder proposals for the 2027 meeting must be submitted between 90 and 120 days before the anniversary of the 2026 meeting.

Board of directors and corporate governance

• The Board consists of five directors, three of whom are independent under Nasdaq rules.

• Board committees include Audit, Compensation, and Nominating and Corporate Governance, each with defined charters and responsibilities.

• The Board met six times in 2025, with high attendance and regular executive sessions for non-management and independent directors.

• The Nominating and Corporate Governance Committee considers diversity and experience in director nominations.