Bioatla (BCAB) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on July 16, 2026, with voting available online, by phone, or by mail for shareholders of record as of May 18, 2026.

• Key proposals include electing two Class III directors, ratifying the appointment of Ernst & Young LLP as auditor, and a non-binding advisory vote on executive compensation.

• A 50-for-1 share consolidation was effected on April 6, 2026, with all share and per-share amounts retroactively adjusted.

Voting matters and shareholder proposals

• Shareholders will vote on electing two Class III directors for three-year terms, ratifying Ernst & Young LLP as auditor for 2026, and approving executive compensation on an advisory basis.

• The board recommends voting FOR all proposals.

• Shareholders may submit proposals for the 2027 meeting by February 3, 2027, for inclusion in proxy materials.

Board of directors and corporate governance

• The board consists of seven directors, with a majority being independent under Nasdaq rules.

• Board committees include audit, compensation, and nominating/governance, each with independent members and written charters.

• Board diversity is tracked and disclosed, with a commitment to including women and minority candidates.

• Lead Independent Director presides over executive sessions; board and committees met regularly in 2025, with high attendance.

• Directors are encouraged to attend annual meetings, and stock ownership guidelines require non-employee directors to hold shares equal to three times their annual retainer.