Zevra Therapeutics (ZVRA) Proxy filing summary

Executive summary

• Achieved $106.5M in net revenue for 2025, with $87.4M from MIPLYFFA, reaching over 40% of diagnosed NPC patients in the U.S. in its first full year of commercialization.

• Advanced global pipeline, including EU Marketing Authorization Application for arimoclomol and progress in Phase 3 DISCOVER trial of celiprolol.

• Strengthened financial position by selling a Rare Pediatric Disease Priority Review Voucher for $150M and fully repaying term loan.

• Enhanced leadership with new CFO and Board member appointments, and relocated headquarters to Boston for better access to biotech talent.

Voting matters and shareholder proposals

• Election of two Class II directors (Douglas W. Calder and Corey Watton) to serve until the 2029 annual meeting.

• Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal year ending December 31, 2026.

• Approval of amendment to phase out classified Board structure, moving to annual election of all directors starting in 2027.

Board of directors and corporate governance

• Board consists of eight members, 87.5% independent, with diverse skills in leadership, finance, and industry.

• Board Chair and CEO roles are separated to reinforce independence; Board regularly reviews governance practices and composition.

• Board committees (Audit, Compensation, Nominating & Corporate Governance) are 100% independent.

• Board conducts annual performance reviews and succession planning.

• If declassification is approved, Board will transition to annual elections by 2029.