Immuneering (IMRX) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 11, 2026, will be held virtually to enhance accessibility and participation.

• Stockholders will vote on electing two Class II directors and ratifying the appointment of the independent auditor.

• Only holders of Class A common stock as of April 15, 2026, are eligible to vote.

• Proxy materials are available online, and multiple voting methods are provided, including internet, phone, mail, and live during the meeting.

Voting matters and shareholder proposals

• Election of Peter Feinberg and Laurie B. Keating as Class II directors for terms expiring at the 2029 annual meeting.

• Ratification of RSM US LLP as independent registered public accounting firm for fiscal year ending December 31, 2026.

• Procedures for submitting shareholder proposals and director nominations for the 2027 annual meeting are outlined, with specific deadlines and requirements.

Board of directors and corporate governance

• Board consists of seven members divided into three classes with staggered terms.

• Five of six current directors are independent under Nasdaq rules.

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

• Corporate Governance Guidelines address board structure, independence, leadership, and risk management.

• Code of Business Conduct and Ethics, Insider Trading Policy, and Clawback Policy are in place.