Arcus Biosciences (RCUS) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 11, 2026, and will be held virtually, allowing shareholders to vote and ask questions online using a 16-digit control number.

• Shareholders will vote on electing four Class II directors, ratifying Ernst & Young LLP as the independent auditor for 2026, and approving executive compensation on an advisory basis.

• The record date for voting eligibility is April 16, 2026, with 125,628,682 shares outstanding.

Voting matters and shareholder proposals

• Proposals include electing four Class II directors, ratifying the auditor, and a say-on-pay vote for executive compensation.

• Shareholders can submit proposals for the 2027 meeting by December 22, 2026, for inclusion in proxy materials.

• Voting can be done online, by phone, or by mail, and each share equals one vote.

Board of directors and corporate governance

• The board is divided into three classes with staggered three-year terms; seven of eleven directors are independent.

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

• The board met ten times in 2025, and independent directors held executive sessions.

• Corporate governance guidelines, a code of conduct, clawback, equity administration, and insider trading policies are in place.