Nuvation Bio (NUVB) Proxy filing summary

Executive summary

• Annual Meeting scheduled for May 21, 2026, via live webcast, with record date of March 25, 2026.

• Stockholders will vote on director elections, ratification of KPMG LLP as auditor, and an advisory say-on-pay vote.

• Voting instructions provided for online, phone, and mail participation; quorum requirements detailed.

• Board recommends voting in favor of all proposals.

Voting matters and shareholder proposals

• Three proposals: election of three directors, ratification of KPMG LLP as auditor for 2026, and advisory approval of executive compensation.

• Class A and Class B stockholders vote together for two directors; Class B stockholders vote separately for one director.

• Stockholder proposals for the 2027 meeting must be submitted by December 11, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• Board consists of seven members, divided into three classes with staggered three-year terms.

• Majority of directors are independent per NYSE standards; Dr. Hung serves as Board Chair, Mr. Bazemore as Lead Independent Director.

• Board committees: audit, compensation, and nominating/corporate governance, each with defined charters and responsibilities.

• Board and committees met regularly in 2025, with all directors attending at least 75% of meetings.