Cerus (CERS) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 2, 2026, to be held virtually for shareholder participation.

• Shareholders are encouraged to review proxy materials and annual report before voting.

Voting matters and shareholder proposals

• Election of two directors, William M. Greenman and Ann Lucena, to serve until the 2029 annual meeting.

• Approval of an amendment and restatement of the 2024 Equity Incentive Plan, increasing authorized shares by 10 million and making additional changes.

• Advisory vote on executive compensation for named executive officers.

• Ratification of Ernst & Young LLP as independent auditor for fiscal year ending December 31, 2026.

Board of directors and corporate governance

• Board recommends voting in favor of all proposals, including director nominees and plan amendments.