Solid Biosciences (SLDB) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 10, 2026, in a virtual-only format, with stockholders able to participate and vote online.

• Proposals include electing three Class II directors, ratifying an advisory appointment to the board, ratifying the external auditor, amending the certificate of incorporation to increase authorized shares, and an advisory vote on executive compensation.

• The board unanimously recommends voting in favor of all proposals.

• Proxy materials are distributed electronically to reduce environmental impact and costs, with paper copies available upon request.

Voting matters and shareholder proposals

• Stockholders will vote on electing Clare Kahn, Adam Stone, and Lynne Sullivan as Class II directors for terms expiring in 2029.

• Advisory ratification of Ilan Ganot as a Class I director until 2028 is proposed.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for 2026 is on the agenda.

• Approval is sought to amend the certificate of incorporation to increase authorized common stock from 240 million to 480 million shares.

• An advisory vote on executive compensation (say-on-pay) is included.

Board of directors and corporate governance

• The board is divided into three classes with staggered three-year terms; current nominees and continuing directors have extensive industry and governance experience.

• The board maintains a majority of independent directors and separates the roles of CEO and chairman.

• Four standing committees (audit, compensation, nominating and governance, clinical) oversee key areas, each with independent members and written charters.

• Annual board and committee self-evaluations are conducted, and directors are expected to attend annual meetings.