Aptose Biosciences (APTO) Proxy Filing summary

Executive summary

• The annual and special meeting is scheduled for May 27, 2025, to be held virtually, with shareholders able to vote and ask questions online.

• Key 2024 milestones include the initiation of the TUSCANY trial for the TUS + VEN + AZA triplet therapy in AML, completion of supporting studies, and raising $37 million in financing.

• The company entered a Cooperative Research and Development Agreement with the National Cancer Institute to advance tuspetinib clinical development.

Voting matters and shareholder proposals

• Shareholders will vote on: election of seven directors, appointment of the independent auditor, advisory vote on executive compensation, amendment to the 2021 stock incentive plan, reverse stock split, and potential adjournments.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2026 meeting must comply with CBCA and SEC rules, with deadlines and eligibility criteria specified.

Board of directors and corporate governance

• Seven directors are nominated, with six deemed independent; the CEO is not independent.

• Board committees (Audit, Compensation, Corporate Governance/Nominating, R&D) are composed entirely of independent directors.

• The board emphasizes diversity, annual assessments, and has not adopted term limits.

• Directors have a broad range of expertise in science, finance, business development, and governance.