Bioatla (BCAB) Proxy Filing summary

Executive summary

• Special meeting of stockholders scheduled for March 4, 2026, will be adjourned and reconvened virtually on March 23, 2026, to vote on key proposals.

• Main agenda includes approval of a merger between the company and its wholly owned subsidiary, BA Merger Sub, Inc.

• Amendment No. 1 to the Merger Agreement ensures the company's certificate of incorporation remains unchanged post-merger.

• Board of Directors unanimously recommends voting in favor of both the Merger Proposal and the Adjournment Proposal.

• Only stockholders of record as of February 2, 2026, are entitled to vote at the meeting.

Voting matters and shareholder proposals

• Stockholders will vote on the Merger Proposal and the Adjournment Proposal.

• Approval of the Merger Proposal requires a majority of outstanding shares.

• Proposals are now considered routine, allowing brokers to vote shares held in street name without owner instructions.

• Proxies previously submitted will be voted as instructed unless revoked or changed before the meeting.

• Voting can be done by proxy card, phone, internet, or electronically during the meeting.

Board of directors and corporate governance

• The Board of Directors approved Amendment No. 1 to the Merger Agreement.

• Board continues to recommend voting “FOR” both proposals.

• Jay M. Short, Ph.D., serves as CEO and Chairman of the Board.