Achieve Life Sciences (ACHV) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 4, 2025, to be held virtually, with voting rights for shareholders of record as of April 15, 2025.

• Key proposals include election of seven directors, ratification of PwC as auditor for 2025, and approval of an amendment to the 2023 Non-Employee Director Equity Incentive Plan.

• Virtual meeting format chosen to increase accessibility and align with sustainability goals.

Voting matters and shareholder proposals

• Shareholders will vote on electing seven directors, ratifying PwC as auditor, and amending the director equity plan to increase available shares by 650,000.

• Board recommends voting FOR all proposals.

• Only shareholders of record as of April 15, 2025, are eligible to vote.

• Proxy voting available by phone, internet, or mail; proxies can be revoked before the meeting.

Board of directors and corporate governance

• Seven director nominees, with diverse backgrounds in finance, pharmaceuticals, and corporate strategy.

• Majority of directors are independent under SEC and Nasdaq rules.

• Board committees include Audit, Compensation, and Nominating and Governance, each with written charters and independent members.

• Board leadership structure separates CEO and Chairman roles for enhanced oversight.

• Code of Business Conduct and Ethics applies to all directors, officers, and employees.