MAIA Biotechnology (MAIA) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 21, 2026, will be held virtually; only shareholders of record as of March 23, 2026, may vote or participate.

• Two main proposals: election of two Class I directors and ratification of Grant Thornton LLP as independent auditor for 2026.

• Proxy materials are distributed primarily via internet to reduce costs and environmental impact.

• Quorum requires presence (virtually or by proxy) of holders representing 30,335,747 votes.

Voting matters and shareholder proposals

• Shareholders will vote on electing Louie Ngar Yee and Steven Chaouki as Class I directors and ratifying Grant Thornton LLP as auditor.

• Board recommends voting FOR both director nominees and auditor ratification.

• Shareholders may submit proposals for the 2027 annual meeting between December 8, 2026, and January 7, 2027.

• Universal proxy rule notice deadline is March 22, 2027.

Board of directors and corporate governance

• Board consists of seven members, with a staggered three-class structure; directors serve three-year terms.

• All directors except the CEO are independent; Stan V. Smith serves as lead independent director.

• Board committees: audit, compensation, and nominating/corporate governance, each with written charters and independent members.

• Board diversity is considered but not mandated by formal policy.

• Directors may only be removed for cause by majority shareholder vote.