Viridian Therapeutics (VRDN) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for June 20, 2025, to be held virtually, with voting on director elections, auditor ratification, executive compensation, equity plan amendments, and a new employee stock purchase plan.

• The company achieved significant milestones in 2024, including successful clinical trial results, new trial initiations, and a strong cash position with a runway into the second half of 2027.

• Forward-looking statements highlight ongoing risk factors and the company's intent to continue advancing its therapeutic pipeline and commercial readiness.

Voting matters and shareholder proposals

• Shareholders will vote on electing three Class I directors, ratifying KPMG LLP as auditor, approving executive compensation, amending the 2016 Equity Incentive Plan to add 8 million shares, and adopting a new 2025 Employee Stock Purchase Plan.

• The board recommends voting in favor of all proposals.

• Additional matters may be addressed if properly brought before the meeting.

Board of directors and corporate governance

• The board consists of seven members divided into three classes with staggered terms; all but the CEO are independent under Nasdaq rules.

• Committees include Audit, Compensation, Nominating, and Science, each composed of independent directors.

• The board encourages diversity, regular self-evaluation, and compliance with overboarding and anti-hedging policies.

• The board meets regularly, with high attendance and executive sessions for independent directors.