Rein Therapeutics (RNTX) Proxy Filing summary

Executive summary

• The 2024 annual meeting will be held virtually on August 20, 2024, with shareholders able to vote and submit questions online.

• Shareholders will vote on electing two Class I directors, a non-binding say-on-pay proposal, and ratification of the external auditor.

• Proxy materials are provided online to expedite access, reduce costs, and minimize environmental impact.

• Only holders of record as of June 26, 2024, are entitled to vote; 21,614,847 shares of common stock are outstanding.

Voting matters and shareholder proposals

• Proposal 1: Elect two Class I directors for terms expiring at the 2027 annual meeting.

• Proposal 2: Advisory vote to approve named executive officer compensation.

• Proposal 3: Ratification of Marcum LLP as independent registered public accounting firm for 2024.

• Board recommends voting FOR all proposals.

• Shareholders may submit proposals for the 2025 meeting by March 11, 2025, for inclusion in proxy materials.

Board of directors and corporate governance

• Board consists of six members divided into three staggered classes; majority are independent.

• Board committees: Audit, Compensation, and Nominating and Corporate Governance, all with independent members.

• Board leadership separates CEO and Chair roles; annual self-evaluation and director education are required.

• Board diversity matrix disclosed; five male, one undisclosed, with majority White demographic.

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