Annexon (ANNX) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 11, 2026, to be held virtually, with voting on four key proposals and director elections.

• Only stockholders of record as of April 13, 2026, are eligible to vote, with 162,507,278 shares outstanding.

• The Board recommends voting in favor of all proposals, including director elections, auditor ratification, executive compensation, and an amendment to increase authorized shares.

Voting matters and shareholder proposals

• Four proposals: election of two Class III directors, ratification of KPMG LLP as auditor, advisory approval of executive compensation, and amendment to increase authorized shares from 300M to 500M.

• Board recommends voting “For” all proposals.

• Shareholders may submit proposals for the 2027 meeting between February 11 and March 13, 2027.

Board of directors and corporate governance

• Board consists of eight members, with a majority deemed independent under Nasdaq rules.

• Chair and CEO roles are separated; current chair is Thomas G. Wiggans, who will retire at the 2026 meeting.

• Four standing committees: Audit, Compensation, Nominating and Corporate Governance, and Science and Technology.

• Board diversity emphasized, with 56% female employees and 24% from diverse backgrounds as of March 2026.