SCYNEXIS (SCYX) Proxy filing summary

Executive summary

• A special meeting is scheduled for May 19, 2026, to vote on a reverse stock split and reduction of authorized shares.

• The reverse stock split ratio will be between 1-for-5 and 1-for-10, at the Board's discretion.

• The proposal aims to help maintain compliance with Nasdaq's minimum bid price requirement and avoid delisting.

• The Board recommends voting in favor of the proposal.

Voting matters and shareholder proposals

• Only one proposal is up for vote: approval of an amendment to the Certificate of Incorporation for a reverse stock split and reduction in authorized shares.

• Shareholders of record as of April 20, 2026, are eligible to vote.

• Voting can be done online, by phone, mail, or during the virtual meeting.

• The proposal requires a majority of votes cast to pass; abstentions and broker non-votes have no effect.

• Shareholder proposals for the next annual meeting must be submitted by December 31, 2026.

Board of directors and corporate governance

• The Board has full discretion to determine the reverse split ratio and whether to implement the split after shareholder approval.

• The Board may abandon the reverse split even after approval if deemed not in the best interests of the company.