Grace Therapeutics (GRCE) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on September 17, 2026, to elect five directors, approve executive compensation, ratify the auditor, and set the frequency of future say-on-pay votes.

• Only shareholders of record as of July 20, 2026, may vote; 16,274,026 shares are outstanding and entitled to vote.

• Proxy materials and the annual report are available online, and voting can be done via internet, phone, or mail.

Voting matters and shareholder proposals

• Shareholders will vote on electing five directors for one-year terms, approving executive compensation (say-on-pay), ratifying KPMG LLP as auditor, and determining the frequency of future say-on-pay votes.

• The board recommends voting for all director nominees, for executive compensation, for auditor ratification, and for annual say-on-pay votes.

• Shareholder proposals for the 2027 meeting must be submitted by March 30, 2027, for inclusion under SEC rules.

Board of directors and corporate governance

• The board consists of five directors, with four determined to be independent under Nasdaq rules.

• Board committees include Audit, Compensation, and Nominating and Corporate Governance, each with defined charters and independent members.

• The board chair is independent, and the roles of chair and CEO are separated to reinforce oversight.

• Directors are selected based on ethics, business judgment, and relevant expertise; no term limits are set.