Vistagen Therapeutics Files DEF 14A, Details Executive Compensation

TL;DR

VTGN proxy statement out, shows exec comp details for FY24.

AI Summary

Vistagen Therapeutics, Inc. filed a DEF 14A on July 17, 2024, detailing executive compensation and corporate governance for the fiscal year ending March 31, 2024. The filing includes information on stock and option awards granted to its principal executive officer, Shawn K. Singh, J.D., for the fiscal years 2022, 2023, and 2024.

Why It Matters

This filing provides shareholders with crucial information regarding how executive compensation is structured and awarded, impacting their voting decisions on corporate governance matters.

Risk Assessment

Risk Level: low — This is a routine proxy filing (DEF 14A) that primarily discloses executive compensation and corporate governance information, not material events like M&A or significant financial changes.

Key Numbers

• 2024-03-31 — Fiscal Year End (The period covered by the compensation details in the filing.)
• 2023-04-01 — Start of Fiscal Year (The beginning of the reporting period for executive compensation.)

Key Players & Entities

• Vistagen Therapeutics, Inc. (company) — Filer of the DEF 14A
• Shawn K. Singh, J.D. (person) — Principal Executive Officer
• 20240826 (date) — Conformed period of report
• 20240717 (date) — Filing date
• 2024-03-31 (date) — Fiscal year end

FAQ

Key Financial Figures

• $0.001 — 7 shares of our common stock, par value $0.001 per share, outstanding. Each holder of
• $7,500 — n of proxies for a fee of approximately $7,500 plus fees for any retail stockholder ou

Filing Documents

• vtgn-20240716.htm (DEF 14A) — 1001KB
• vtgn-20240716_g1.jpg (GRAPHIC) — 9KB
• vtgn-20240716_g10.jpg (GRAPHIC) — 54KB
• vtgn-20240716_g11.jpg (GRAPHIC) — 92KB
• vtgn-20240716_g12.jpg (GRAPHIC) — 75KB
• vtgn-20240716_g2.jpg (GRAPHIC) — 15KB
• vtgn-20240716_g3.jpg (GRAPHIC) — 18KB
• vtgn-20240716_g4.jpg (GRAPHIC) — 7KB
• vtgn-20240716_g5.jpg (GRAPHIC) — 15KB
• vtgn-20240716_g6.jpg (GRAPHIC) — 13KB
• vtgn-20240716_g7.jpg (GRAPHIC) — 14KB
• vtgn-20240716_g8.jpg (GRAPHIC) — 14KB
• vtgn-20240716_g9.jpg (GRAPHIC) — 56KB
• 0001411685-24-000028.txt ( ) — 2640KB
• vtgn-20240716.xsd (EX-101.SCH) — 3KB
• vtgn-20240716_def.xml (EX-101.DEF) — 4KB
• vtgn-20240716_lab.xml (EX-101.LAB) — 5KB
• vtgn-20240716_pre.xml (EX-101.PRE) — 3KB
• vtgn-20240716_htm.xml (XML) — 159KB

From the Filing

vtgn-20240716 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 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the SEC Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 14a-12 VISTAGEN 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 Vistagen Therapeutics, Inc. 343 Allerton Avenue South San Francisco, CA 94080 Tel. (650) 577-3600 July 16, 2024 Dear Stockholders of Vistagen Therapeutics, Inc. ( Vistagen or the Company ): This past year has been an important year of progress for Vistagen. The Company made progress in its work to develop novel therapies for individuals impacted by psychiatric and neurological disorders. At the core of this work is the Company's unwavering commitment to delivering innovative solutions to significant unmet mental health needs in communities across the globe. Since our last annual meeting of stockholders, Vistagen reported topline results from its PALISADE-2 Phase 3 clinical trial of fasedienol, the Company's investigational neuroactive pherine nasal spray currently in Phase 3 clinical development in the United States for the acute treatment of social anxiety disorder ( SAD ). The Company also initiated the next PALISADE Phase 3 clinical development study of fasedienol, PALISADE-3, and advanced pherine development programs involving itruvone for major depressive disorder and hormone-free PH80 for menopausal hot flashes. With this continued progress and a diverse non-systemic, neurocircuitry-focused pherine pipeline, we believe Vistagen is on track to continue to develop and commercialize differentiated neuroscience therapies to improve patients' lives. Looking ahead, we are excited about opportunities in progress and on the horizon. We are committed to our focused strategy to advance these clinical programs in order to serve unmet patient needs and deliver stockholder value. With this backdrop in mind, I am pleased to invite you to the Company's upcoming 2024 Annual Meeting of Stockholders (the Annual Meeting or the Meeting ), which we will hold virtually at 9:00 a.m. Pacific Daylight Time on Monday, August 26, 2024. The accompanying proxy statement (the Proxy Statement ) details information regarding the Annual Meeting, including a description of the proposals to be considered by stockholders at the Meeting and instructions for submitting your vote. To conserve environmental resources and prevent unnecessary corporate expense, we are using the "Notice and Access" method of providing proxy materials to you via the Internet pursuant to the regulations promulgated by the U.S. Securities and Exchange Commission ( SEC ). We believe this process will provide you with a safe, convenient and efficient way to access your proxy materials and vote your shares. On or about July 17, 2024, we will mail to our stockholders a one-page Notice of Internet Availability of Proxy Materials (the Notice ) containing instructions on how to access the Proxy Statement and vote electronically via the Internet or by telephone. The Notice will also contain instructions on how to receive a paper copy of your proxy materials. In addition to the Proxy Statement, we have also included a copy of our Annual Report on Form 10-K for our fiscal year ended March 31, 2024, filed with the SEC on June 11, 2024 ( Annual Report ), which we encourage you to read. It includes our audited financial statements and provides important information about our business. Your vote is very important to us. Whether or not you plan to attend the Annual Meeting virtually, please carefully review the Proxy Statement and then cast your vote by Internet, telephone or postal mail as promptly as possible so that your shares will be voted at the Meeting. Please refer to the Notice for instructions on submitting your vote . Our Board of Directors has approved the proposals set forth in the Proxy Statement and we recommend that you vote in favor of each such proposal. Thank you for your continued support of Vistagen. We look forward to your participation at the Annual Meeting. Sincerely, /s/ Margaret M. FitzPatrick, M.A. Margaret M. FitzPatrick, M.A. Board Chair i Vistagen Therapeutics, Inc. 343 Allerton Avenue South San Francisco, CA 94080 Tel. (650) 577-3600 NOTICE OF 2024 ANNUAL MEETING OF STOCKHOLDERS To Be Held Virtually on Monday, August 26, 2024 at 9:00 am Pacific Daylight

View Full Filing

View this DEF 14A filing on SEC EDGAR