MacroGenics (MGNX) Proxy filing summary

Voting matters and shareholder proposals

• Election of three Class I directors to serve until the 2029 Annual Meeting or until successors are appointed.

• Ratification of Ernst & Young LLP as the independent registered public accounting firm for fiscal year ending December 31, 2026.

• Advisory vote to approve executive compensation as disclosed in the proxy materials.

• Approval of an amendment to the 2023 Equity Incentive Plan.

Board of directors and corporate governance

• Board recommends a vote in favor of all proposals presented at the annual meeting.

• Three nominees for Class I director positions are Scott Koenig, Federica O'Brien, and Eric Risser.

Audit committee and external auditor matters

• Audit Committee selected Ernst & Young LLP as the independent auditor for the next fiscal year.

• Shareholders are asked to ratify this selection at the annual meeting.