Atossa Therapeutics Files Definitive Proxy Statement

TL;DR

ATOS proxy statement out - vote on directors & auditors.

AI Summary

Atossa Therapeutics, Inc. filed its definitive proxy statement on May 23, 2024, for its annual meeting of stockholders. The filing outlines the proposals to be voted on, including the election of directors and the ratification of the appointment of its independent registered public accounting firm. The company is seeking shareholder approval for these matters to ensure continued corporate governance and financial oversight.

Why It Matters

This filing is crucial for shareholders as it details the company's governance proposals and provides information necessary for them to cast their votes on important matters affecting the company's future.

Risk Assessment

Risk Level: medium — Proxy statements are routine filings, but the specific proposals and the company's financial health can introduce medium-level risk.

Key Players & Entities

• ATOSSA THERAPEUTICS, INC. (company) — Registrant
• 0000950170-24-063763 (filing_id) — Accession Number
• 20240523 (date) — Filing Date

FAQ

Key Financial Figures

• $8,000 — , at an estimated cost of approximately $8,000. Only holders of record of our common
• $0.18 — f record of our common stock, par value $0.18 per share (the “ Common Stock &#

Filing Documents

• atos_def14a_2024.htm (DEF 14A) — 995KB
• img133004830_0.jpg (GRAPHIC) — 4KB
• img133004830_1.jpg (GRAPHIC) — 3KB
• img133004830_2.jpg (GRAPHIC) — 4KB
• img133004830_3.jpg (GRAPHIC) — 155KB
• img133004830_4.jpg (GRAPHIC) — 149KB
• img133004830_5.jpg (GRAPHIC) — 369KB
• img133004830_6.jpg (GRAPHIC) — 355KB
• 0000950170-24-063763.txt ( ) — 2428KB

From the Filing

DEF 14A 1 atos_def14a_2024.htm DEF 14A DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 ATOSSA THERAPEUTICS, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 Atossa Therapeutics, Inc. 107 Spring Street Seattle, Washington 98104 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held on June 27, 2024 at 6:00 A.M. Pacific Time Virtual Meeting to be Held Live via the Internet at: http://www.viewproxy.com/AtossaTherapeutics/2024/htype.asp Technical Support Contact: VirtualMeeting@viewproxy.com or call 1-866-612-8937 Dear Stockholder: You are cordially invited to attend the Annual Meeting of Stockholders (the “ Annual Meeting ”) of Atossa Therapeutics, Inc., a Delaware corporation (the “ Company ”), which will be held virtually on June 27, 2024, at 6:00 A.M. Pacific Time. The Annual Meeting will be held in a virtual only meeting format via live audio webcast. For more information, see “General Information—About the Meeting – What do I need to do to virtually attend the Annual Meeting via live audio webcast?” Only stockholders of record who held Atossa Common Stock at the close of business on the record date, May 9, 2024 (the “ Record Date ”), may attend virtually, view the list of stockholders of record and vote online at the Annual Meeting, including at any adjournment or postponement thereof. At the Annual Meeting, you will be asked to consider and vote upon: (1) the election of the two Class III director nominees named in the Proxy Statement; (2) the ratification of the selection of Ernst & Young LLP (“ EY ”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024; (3) the approval of an amendment and restatement of the Company’s 2020 Stock Incentive Plan, as amended, to increase the shares available for issuance by 12,000,000 shares and to extend the term thereof; (4) the approval of an amendment of the Company’s Amended and Restated Certificate of Incorporation to increase the number of authorized shares of the Company’s common stock from 175,000,000 to 350,000,000; (5) the approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers; and (6) the transaction of any other business that may properly come before the meeting or any adjournment or postponement thereof. No other items of business are expected to be considered at the meeting and, pursuant to the Company’s Bylaws, no other director nominees will be entertained. The enclosed Proxy Statement more fully describes the details of the business to be conducted at the Annual Meeting. After careful consideration, our Board of Directors has unanimously approved the proposals and recommends that you vote “FOR” each director nominee and “FOR” each of the other proposals. After reading the Proxy Statement and our other proxy materials, please vote online, by telephone or by returning your proxy card or your voting instruction form. YOUR SHARES WILL NOT BE VOTED UNLESS YOU VOTE IN ONE OF THE WAYS DESCRIBED OR IF YOU ATTEND AND VOTE AT THE VIRTUAL ANNUAL MEETING. A copy of the Company’s 2023 Annual Report has been mailed with this Proxy Statement to all stockholders entitled to notice of and to vote at the virtual Annual Meeting. We look forward to seeing you at the Annual Meeting. Sincerely, Steven C. Quay, M.D., Ph.D. Chairman of the Board, President and Chief Executive Officer May 23, 2024 WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING, PLEASE MARK, DATE AND SIGN THE ENCLOSED PROXY OR YOUR VOTING INSTRUCTION FORM AND RETURN IT AT YOUR EARLIEST CONVENIENCE, OR PLEASE VOTE IN ONE OF THE OTHER WAYS DESCRIBED IN THE PROXY STATEMENT. EVEN IF YOU HAVE VOTED BY PROXY, YOU MAY REVOKE YOUR PROXY AT ANY TIME BEFORE THE FINAL VOTE AT THE ANNUAL MEETING. YOUR LAST SUBMITTED VOTE IS THE ONE THAT WILL BE COUNTED. PLEASE NOTE THAT IF YOUR SHARES ARE HELD OF RECORD BY A BROKER, BANK OR OTHER NOMINEE AND YOU WISH TO VOTE AT THE VIRTUAL MEETING, YOU MUST OBTAIN A LEGAL PROXY ISSUED IN YOUR NAME FROM YOUR BROKER (PREFER

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View this DEF 14A filing on SEC EDGAR