BioVie (BIVI) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for November 7, 2024, in a virtual-only format, with record date set as September 30, 2024.

• Four main proposals: election of six directors, ratification of auditor, advisory say-on-pay vote, and amendment to the 2019 Omnibus Equity Incentive Plan.

• Board recommends voting in favor of all proposals and nominees.

Voting matters and shareholder proposals

• Election of six directors to serve until the next annual meeting.

• Ratification of EisnerAmper LLP as independent auditor for fiscal 2025.

• Non-binding advisory vote on executive compensation (say-on-pay).

• Approval to amend and restate the 2019 Omnibus Equity Incentive Plan, increasing authorized shares by 1,250,000.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of six members, all current directors nominated for re-election.

• All directors attended at least 75% of board and committee meetings in 2024.

• Three standing committees: Audit, Compensation, and Nominating & Corporate Governance, all composed solely of independent directors.

• Board diversity matrix provided in compliance with Nasdaq rules.

• Code of ethics adopted and available on the company website.