Traws Pharma (TRAW) Proxy filing summary

Executive summary

• Shareholders are asked to authorize a 1-for-8 to 1-for-15 reverse split, with the Board choosing the ratio and whether to implement it within 12 months after approval. The primary objective is to regain Nasdaq’s $1.00 minimum bid-price compliance.

Voting matters and shareholder proposals

• Proposal 1 seeks discretionary authority for the reverse split; Proposal 2 would permit meeting adjournment to seek additional votes if needed. The Board recommends voting For both.

• Each proposal requires a majority of votes cast for and against; abstentions and broker non-votes have no effect on outcomes.

• The special meeting will be held virtually, with electronic voting and question submission available to participating shareholders.

Board of directors and corporate governance

• The Board unanimously approved the proposed amendment on October 6, 2026, and may abandon the split or choose not to implement it even if shareholders approve.

• In setting the ratio and timing, the Board plans to consider liquidity, marketability, market conditions, Nasdaq requirements, anticipated share price effects and capitalization.