Sarepta Therapeutics (SRPT) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 4, 2026, to be held virtually, with voting on key proposals including director elections, executive compensation, equity and stock purchase plans, and auditor ratification.

• Board recommends voting FOR all proposals, including the election of five Class I directors, approval of executive compensation, the 2026 Equity Incentive Plan, the 2026 Employee Stock Purchase Plan, and ratification of KPMG LLP as auditor.

• Forward-looking statements address strategic restructuring, leadership transition, and future compensation plans, with caution regarding risks and uncertainties.

Voting matters and shareholder proposals

• Proposals include: election of five Class I directors, advisory vote on executive compensation, approval of the 2026 Equity Incentive Plan, approval of the 2026 Employee Stock Purchase Plan, and ratification of KPMG LLP as auditor.

• Shareholders may vote online, by phone, mail, or during the virtual meeting; majority of votes cast required for approval of most proposals.

• Shareholder proposals for the 2027 meeting must be submitted by December 25, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• Board consists of nine directors, with a mix of industry, academic, and financial expertise; five Class I directors up for election.

• Board committees include audit, compensation, nominating and corporate governance, and research and development.

• Board leadership is split between CEO and Non-Executive Chairwoman; all directors except CEO are independent.

• Annual evaluation of board composition and skills; focus on diversity and relevant experience.