Palatin Technologies (PTN) Proxy Filing summary

Executive summary

• Annual meeting scheduled for July 25, 2025, to be held virtually, with voting on key corporate matters and director elections.

• Board recommends voting in favor of all director nominees and all major proposals, including a reverse stock split, auditor ratification, warrant share issuances, equity plan amendment, and executive compensation matters.

• Proxy materials distributed to all shareholders, with detailed instructions for virtual participation and voting.

Voting matters and shareholder proposals

• Election of four directors to serve until the next annual meeting.

• Approval of a reverse stock split at a ratio between 1-for-50 and 1-for-100, at the board's discretion.

• Ratification of KPMG LLP as independent auditor for fiscal year ending June 30, 2025.

• Approval of share issuances upon exercise of Series B, D, and I warrants, with potential dilution effects.

• Amendment to increase shares available under the 2011 Stock Incentive Plan by 3,000,000 shares.

• Advisory votes on the frequency (recommended annually) and approval of executive compensation.

• Procedures for shareholder proposals and director nominations for the next annual meeting outlined.

Board of directors and corporate governance

• Four director nominees, three of whom are independent, with diverse industry and leadership experience.

• Board committees include audit, compensation, and nominating/governance, all with independent members.

• Annual performance evaluations and a focus on diversity in board composition.

• Board leadership structure separates CEO and Chairman roles.

• Code of conduct and ethics applies to all directors, officers, and employees.