Kyverna Therapeutics (KYTX) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on May 29, 2025, to elect two Class I directors and ratify the appointment of BDO USA, P.C. as independent auditor for 2025.

• The company highlights a transformative first year as a public entity, with progress in autoimmune CAR T therapies and a focus on late-stage development and commercialization of KYV-101.

• Only common stockholders as of April 10, 2025, are eligible to vote, with 43,218,873 shares outstanding.

Voting matters and shareholder proposals

• Shareholders will vote on electing two Class I directors (Beth Seidenberg, M.D. and Fred E. Cohen, M.D., D.Phil.) for terms expiring in 2028.

• Ratification of BDO USA, P.C. as independent registered public accounting firm for 2025 is on the agenda.

• No other proposals or shareholder-submitted items are scheduled.

Board of directors and corporate governance

• The board is divided into three classes, with staggered three-year terms; currently eight directors serve.

• Seven of eight directors are considered independent under Nasdaq rules.

• The board has Audit, Compensation, Nominating and Corporate Governance, and Science and Technology Committees, all composed of independent directors.

• The board separates the roles of CEO and Chairperson for effective oversight.

• Directors are encouraged, but not required, to attend the annual meeting.