LAVA Therapeutics (LVTX) Proxy Filing summary

Executive summary

• The annual general meeting (AGM) is scheduled for June 11, 2025, in Utrecht, Netherlands, with a record date of May 14, 2025, for voting eligibility.

• Shareholders can vote in person or by proxy, with instructions provided for phone, internet, or mail voting; proxies are revocable.

• The proxy statement includes proposals on statutory accounts, auditor appointments, board releases, share repurchase authorization, and director reappointments.

• The board recommends voting FOR all proposals on the agenda.

Voting matters and shareholder proposals

• Proposals include adoption of 2024 Dutch statutory annual accounts, appointment of KPMG Accountants N.V. as external auditor, ratification of KPMG LLP as independent public accounting firm, release of board members from liability for 2024, extension of share repurchase authorization, and reappointment of two non-executive directors.

• Shareholder proposals for the 2026 AGM must be received by January 27, 2026, and comply with SEC and Dutch law requirements.

• Only shareholders with at least 3% of issued share capital may submit proposals for the AGM agenda.

Board of directors and corporate governance

• The board consists of eight members: one executive and seven non-executive directors, with staggered three-year terms.

• The board is led by an independent non-executive chair, with all committees composed entirely of independent directors.

• Committees include Audit, Compensation, and Nomination & Corporate Governance, each with defined responsibilities and independent membership.

• Board and committee meetings had high attendance in 2024, and annual board evaluations are conducted.

• The company has a Code of Business Conduct and Ethics, Insider Trading Policy, and Hedging and Pledging Policy.