Minerva Neurosciences (NERV) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 3, 2026, with virtual participation available to shareholders.

• Shareholders are encouraged to review proxy materials and vote by June 2, 2026.

Voting matters and shareholder proposals

• Election of two Class III directors to serve until the 2029 annual meeting, with board recommending both nominees.

• Proposal to amend the charter to allow officer exculpation under Delaware law.

• Proposal to amend the charter to eliminate the exclusive forum provision.

• Advisory vote on executive compensation and on the preferred frequency of future say-on-pay votes.

• Ratification of Deloitte & Touche LLP as independent auditor for fiscal year ending December 31, 2026.

Board of directors and corporate governance

• Board recommends all proposals, including director nominees and charter amendments.

• Proxies are authorized to vote on other business that may arise at the meeting.