MaxCyte, Inc. Announces 2024 Annual Meeting of Stockholders on June 11

TL;DR

<b>MaxCyte, Inc. is holding its 2024 Annual Meeting of Stockholders on June 11, 2024, to elect directors, approve an equity plan amendment, and ratify auditor selection.</b>

AI Summary

MAXCYTE, INC. (MXCT) filed a Proxy Statement (DEF 14A) with the SEC on April 26, 2024. MaxCyte, Inc. will hold its 2024 Annual Meeting of Stockholders on June 11, 2024, at 11:00 a.m. ET in Rockville, Maryland. The meeting agenda includes the election of three Class III directors: Will Brooke, John Johnston, and Richard Douglas. Stockholders will vote on an amendment to the MaxCyte, Inc. 2022 Equity Incentive Plan to increase issuable shares by 2,300,000. The appointment of CohnReznick LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024, will be ratified. The record date for determining stockholders eligible to vote is April 15, 2024.

Why It Matters

For investors and stakeholders tracking MAXCYTE, INC., this filing contains several important signals. The proposed amendment to the 2022 Equity Incentive Plan to increase share availability by 2,300,000 is a key proposal, indicating potential future stock-based compensation and dilution. The ratification of CohnReznick LLP as the independent auditor is a standard but crucial step for financial oversight and investor confidence.

Risk Assessment

Risk Level: low — MAXCYTE, INC. shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting, with no immediate financial or operational risks disclosed.

Analyst Insight

Stockholders should review the proposals regarding director elections and the equity incentive plan amendment to make informed voting decisions.

Key Numbers

• June 11, 2024 — Annual Meeting Date (Date of the 2024 Annual Meeting of Stockholders.)
• April 15, 2024 — Record Date (Date for determining stockholders eligible to vote.)
• 2,300,000 — Additional Shares (Increase in shares issuable under the 2022 Equity Incentive Plan.)

Key Players & Entities

• MaxCyte, Inc. (company) — Registrant and filer of the proxy statement.
• Will Brooke (person) — Nominee for Class III director.
• John Johnston (person) — Nominee for Class III director.
• Richard Douglas (person) — Nominee for Class III director.
• CohnReznick LLP (company) — Proposed independent registered public accounting firm.
• 2,300,000 (dollar_amount) — Number of additional shares to be issuable under the equity incentive plan.

FAQ

Industry Context

MaxCyte, Inc. operates in the biotechnology sector, focusing on cell and gene therapies. This filing is a standard proxy statement for corporate governance.

Regulatory Implications

The filing is made under Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies.

What Investors Should Do

1. Review the biographies and qualifications of the director nominees.
2. Understand the details and implications of the proposed amendment to the 2022 Equity Incentive Plan.
3. Confirm the ratification of CohnReznick LLP as the independent auditor.

Key Dates

• 2024-06-11: Annual Meeting of Stockholders — Election of directors, approval of equity plan amendment, and ratification of auditor.
• 2024-04-15: Record Date — Determines which stockholders are eligible to vote at the Annual Meeting.

Year-Over-Year Comparison

This is the initial filing for the 2024 Annual Meeting of Stockholders, providing details on upcoming proposals and meeting logistics.

Key Financial Figures

• $25,000 — to pay D.F. King a fee of approximately $25,000 plus out-of-pocket expenses. You may co

Filing Documents

• tm242951-1_def14a.htm (DEF 14A) — 907KB
• px_24maxcytepage01-bw.jpg (GRAPHIC) — 214KB
• px_24maxcytepage02-4c.jpg (GRAPHIC) — 154KB
• sg_davidsandoval-bw.jpg (GRAPHIC) — 14KB
• 0001104659-24-053089.txt (&nbsp;) — 1377KB

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 30

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 32 Director Compensation 37 TRANSACTIONS WITH RELATED PERSONS AND INDEMNIFICATION 39 Related-Person Transactions Policy and Procedures 39 Certain Related-Person Transactions 39 Indemnification Agreements 40 HOUSEHOLDING OF PROXY MATERIALS 41 OTHER MATTERS 42 iii TABLE OF CONTENTS QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS AND VOTING Why am I receiving these materials? We have sent you these proxy materials because the Board is soliciting your proxy to vote at the Annual Meeting, including at any adjournments or postponements thereof. You are invited to attend the Annual Meeting to vote on the proposals described in this Proxy Statement. However, you do not need to attend the Annual Meeting to vote your shares. Instead, you may simply complete, sign and return the enclosed proxy card, or follow the instructions below to submit your proxy by telephone or on the internet. We intend to mail these proxy materials on or about April 26, 2024 to all stockholders of record entitled to vote at the Annual Meeting. How do I attend the Annual Meeting? The meeting will be held on Tuesday, June 11, 2024 at 11:00 a.m. Eastern Time at 9713 Key West Avenue, Suite 400, Rockville, Maryland 20850. Information on how to vote in person at the Annual Meeting is discussed below. Who can vote at the Annual Meeting? Only stockholders of record at the close of business on April 15, 2024 will be entitled to vote at the Annual Meeting. On the record date, there were 104,518,803 shares of common stock outstanding and entitled to vote. Stockholder of Record: Shares Registered in Your Name If on April 15, 2024 your shares were registered directly in your name with MaxCyte's transfer agent, Computershare Trust Company N.A., then you are a stockholder of record. As a stockholder of record, you may vote in person at the meeting or vote by proxy. Whether or not you plan to attend the meeting, we urge you to fill out and

View Full Filing

View this DEF 14A filing on SEC EDGAR