Vincerx Pharma Announces 2024 Annual Meeting of Stockholders on May 23

TL;DR

<b>Vincerx Pharma will hold its 2024 virtual Annual Meeting of Stockholders on May 23, 2024, to elect directors and vote on corporate matters.</b>

AI Summary

Vincerx Pharma, Inc. (VINC) filed a Proxy Statement (DEF 14A) with the SEC on April 10, 2024. Vincerx Pharma, Inc. will hold its 2024 Annual Meeting of Stockholders on May 23, 2024, at 10:00 a.m. Pacific Time. The meeting will be conducted virtually via live audio webcast at www.virtualshareholdermeeting.com/VINC2024. Key agenda items include the election of three Class I directors to serve until the 2027 annual meeting. Stockholders are urged to vote their shares, as they cannot be voted unless action is taken. The filing is a Definitive Proxy Statement (DEF 14A) filed on April 10, 2024.

Why It Matters

For investors and stakeholders tracking Vincerx Pharma, Inc., this filing contains several important signals. This meeting is crucial for shareholders to exercise their voting rights on director elections and other corporate proposals, directly impacting the company's governance and strategic direction. The virtual format allows for broader participation from stockholders regardless of their physical location, facilitating engagement with management and the board.

Risk Assessment

Risk Level: low — Vincerx Pharma, 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 disclosures that would indicate high risk.

Analyst Insight

Shareholders should review the proxy materials and vote their shares prior to the May 23, 2024, meeting to ensure their voice is heard on director elections and other proposals.

Key Numbers

• May 23, 2024 — Annual Meeting Date (2024 Annual Meeting of Stockholders.)
• 10:00 a.m. Pacific Time — Annual Meeting Time (2024 Annual Meeting of Stockholders.)
• 3 — Directors to be Elected (Number of Class I directors to be elected.)
• 2027 — Director Term End (Term for which Class I directors will serve.)

Key Players & Entities

• Vincerx Pharma, Inc. (company) — Registrant and filer of the proxy statement.
• Ahmed M. Hamdy (person) — Chief Executive Officer and Chairman of Vincerx Pharma, Inc.
• May 23, 2024 (date) — Date of the 2024 Annual Meeting of Stockholders.
• April 10, 2024 (date) — Filing date of the Definitive Proxy Statement.
• 2027 (date) — Term for which Class I directors will be elected.

FAQ

Risk Factors

• Proxy Solicitation Rules [low — regulatory]: The company must comply with SEC rules regarding proxy solicitations, including filing requirements and disclosure obligations.

Industry Context

Vincerx Pharma operates in the pharmaceutical preparations industry, focusing on drug development and commercialization.

Regulatory Implications

The filing is made under Section 14(a) of the Securities Exchange Act of 1934, governing proxy solicitations.

What Investors Should Do

1. Review the proxy statement for details on director nominees and proposed amendments.
2. Vote your shares online, by phone, or by mail before the May 23, 2024, meeting.
3. Attend the virtual annual meeting to participate in discussions and ask questions.

Key Dates

• 2024-05-23: 2024 Annual Meeting of Stockholders — Key date for shareholders to vote on directors and corporate matters.
• 2024-04-10: DEF 14A Filing Date — Date the definitive proxy statement was filed with the SEC.

Year-Over-Year Comparison

This filing is a Definitive Proxy Statement (DEF 14A) for the 2024 Annual Meeting, following standard procedures for shareholder engagement and voting.

Filing Documents

• d662042ddef14a.htm (DEF 14A) — 527KB
• g662042dsp006.jpg (GRAPHIC) — 124KB
• g662042dsp007.jpg (GRAPHIC) — 124KB
• g662042g53p02.jpg (GRAPHIC) — 47KB
• 0001193125-24-091854.txt (&nbsp;) — 927KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 20 Summary Compensation Table 20 Narrative Disclosure to Summary Compensation Table 20 Agreements with Named Executive Officers and Potential Payments Upon Termination or Change of Control 21 Incentive-Based Compensation Recoupment Policy 23 Outstanding Equity Awards at Fiscal Year-End Table 24 Equity Compensation Plan Information 25 PROPOSAL 2 APPROVAL TO AMEND THE COMPANYS 2020 STOCK INCENTIVE PLAN TO INCREASE THE MAXIMUM NUMBER OF SHARES ISSUABLE 26 Background and Purpose 26 Key Components of the Incentive Plan 27 U.S. Federal Income Tax Consequences 30 Impact of the Incentive Plan Amendment 32 Total Awards Granted Over the Life of the Incentive Plan 32 New Plan Benefits Under the Amended Incentive Plan 33 PROPOSAL 3 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 34 Principal Accountant Fees and Services 34 Policy on Audit Committee Pre-Approval and Permissible Non-Audit Services of Independent Auditors 34

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 35 DELINQUENT SECTION 16(A) REPORTS 36 REPORT OF THE AUDIT COMMITTEE 37 STOCKHOLDER PROPOSALS FOR THE 2025 ANNUAL MEETING 38 OTHER MATTERS 39 i Table of Contents Vincerx Pharma, Inc. 260 Sheridan Avenue, Suite 400 Palo Alto, CA 94306 PROXY STATEMENT Information Concerning Voting and Solicitation This Proxy Statement is being furnished to you in connection with the solicitation by the board of directors of Vincerx Pharma, Inc., a Delaware corporation (we, us, our, Vincerx or the Company), of proxies in the accompanying form to be used at the Annual Meeting of Stockholders of the Company to be held virtually on Thursday, May 23, 2024 at 10:00 a.m., Pacific Time, and any adjournments or postponements thereof (the Annual Meeting). The Notice of Internet Availability of Proxy Materials (the Notice) is being mailed to stockholders on or about April 10, 2024. Questions and Answers About the Proxy Materials and the Annual Meeting Why am I receiving these materials? Our board of directors is soliciting your proxy to vote at the Annual Meeting, including at any adjournments or postponements of the meeting. This years annual meeting will be held virtually. You are invited to attend the Annual Meeting via live audio webcast to vote electronically on the proposals described in this Proxy Statement. However, you do not need to attend the meeting to vote your shares. Instead, you may follow the instructions below to submit your proxy by Internet or mail. In accordance with the rules of the Securities and Exchange Commission (the SEC), we have opted to furnish proxy materials, including this Proxy Statement and our Annual Report on Form 10-K, to our stockholders by providing access to such documents on the Internet instead of mailing printed copies. Accordingly, we are sending the Notice to our stockholders of record and beneficial owners at the close of business on March 26,

: Gender Identity

Part I: Gender Identity Directors 3 4

: Demographic Background

Part II: Demographic Background African American or Black Alaskan Native or Native American Asian Hispanic or Latinx 1 Native Hawaiian or Pacific Islander 1 White 2 3 Two or More Races or Ethnicities LGBTQ+ Did Not Disclose Demographic Background 6 Table of Contents Biographies The names of the Class I nominees and the other members of the board of directors and certain biographical information as of March 26, 2024 are set forth below: Name Age Position with Company Director Since Ahmed M. Hamdy, M.D. 59 Chief Executive Officer and Chairman 2020 Raquel E. Izumi, Ph.D. 54 President, Chief Operations Officer and Director 2020 Laura I. Bushnell 56 Director 2020 Brian J. Druker, M.D. 68 Director 2020 John H. Lee, M.D. 56 Director 2020 Francisco D. Salva 53 Director 2020 Ruth E. Stevens, Ph.D. 64 Director 2021 Class I Nominees: Raquel E. Izumi, Ph.D. has served as our Chief Operations Officer and as a member of our board of directors since December 2020, and as our President from January 2021. Dr. Izumi co-founded Legacy Vincera Pharma and served as its Chief Operations Officer and as a member of its board of directors from March 2019 to December 2020. Prior to that, Dr. Izumi co-founded Acerta Pharma B.V. and served as its executive vice president of clinical development from February 2013 to May 2020. Dr. Izumi also co-founded Aspire Therapeutics LLC and served as its chief scientific officer from June 2011 to February 2013. Prior to founding Aspire Therapeutics LLC, Dr. Izumi served as senior director of clinical development at Pharmacyclics LLC (Nasdaq: PCYC) from February 2010 to May 2011, where she worked on designing and implementing seven clinical studies across various hematologic malignancies (including three studies that garnered breakthrough therapy designation) for the first BTK inhibitor to enter clinical trials. Dr. Izumi began her research career at Amgen Inc. (N

View Full Filing

View this DEF 14A filing on SEC EDGAR