Celcuity Inc. Announces 2024 Annual Meeting of Stockholders

TL;DR

<b>Celcuity Inc. schedules its 2024 Annual Meeting for May 9, 2024, to vote on director elections, auditor ratification, executive compensation, and stock incentive plan amendments.</b>

AI Summary

Celcuity Inc. (CELC) filed a Proxy Statement (DEF 14A) with the SEC on March 28, 2024. Celcuity Inc. will hold its 2024 Annual Meeting of Stockholders on May 9, 2024, in Minneapolis, MN. The meeting agenda includes the election of seven director nominees. Stockholders will vote to ratify the appointment of Boulay P LLP as the independent registered public accounting firm for 2024. The meeting will also address advisory votes on named executive officer (NEO) compensation and the frequency of such votes. A proposal to increase the Celcuity Inc. Amended and Restated 2017 Stock Incentive Plan by 1,500,000 shares will be considered.

Why It Matters

For investors and stakeholders tracking Celcuity Inc., this filing contains several important signals. The election of directors and ratification of the auditor are standard corporate governance procedures crucial for company oversight and financial integrity. The proposals regarding executive compensation and stock incentive plans directly impact shareholder value and the company's ability to attract and retain talent.

Risk Assessment

Risk Level: low — Celcuity Inc. shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting with standard proposals, indicating no immediate significant risks.

Analyst Insight

Stockholders should review the director nominees and compensation proposals carefully before the May 9, 2024 meeting.

Key Numbers

• 7 — Director Nominees (Number of director nominees to be elected at the meeting.)
• 2024 — Fiscal Year (Fiscal year for which Boulay P LLP is proposed as auditor.)
• 1,500,000 — Share Increase (Proposed increase in shares for the 2017 Stock Incentive Plan.)

Key Players & Entities

• Celcuity Inc. (company) — Registrant name and company holding the meeting.
• May 9, 2024 (date) — Date of the 2024 Annual Meeting of Stockholders.
• Boulay P LLP (company) — Proposed independent registered public accounting firm.
• December 31, 2024 (date) — Fiscal year end for which the accounting firm is appointed.
• Celcuity Inc. Amended and Restated 2017 Stock Incentive Plan (company) — Stock plan proposed for an increase in shares.
• 1,500,000 (dollar_amount) — Number of shares proposed to be added to the stock incentive plan.

FAQ

Risk Factors

• Election of Directors [low — regulatory]: Seven director nominees are proposed for election to the Board of Directors.
• Ratification of Independent Registered Public Accounting Firm [low — regulatory]: The appointment of Boulay P LLP as the independent registered public accounting firm for the year ending December 31, 2024, is subject to ratification.
• Advisory Vote on Executive Compensation [low — regulatory]: Stockholders will vote on an advisory basis to approve the compensation of named executive officers.
• Advisory Vote on Compensation Frequency [low — regulatory]: Stockholders will recommend, on an advisory basis, the frequency of future advisory votes on executive compensation.
• Stock Incentive Plan Share Increase [low — regulatory]: A proposal to increase the Celcuity Inc. Amended and Restated 2017 Stock Incentive Plan by 1,500,000 shares is presented for approval.

Key Dates

• 2024-05-09: 2024 Annual Meeting of Stockholders — Key date for voting on proposals including director elections and compensation.

Filing Documents

• formdef14a.htm (DEF 14A) — 526KB
• formdef14a_001.jpg (GRAPHIC) — 61KB
• formdef14a_002.jpg (GRAPHIC) — 56KB
• formdef14a_003.jpg (GRAPHIC) — 441KB
• formdef14a_004.jpg (GRAPHIC) — 298KB
• 0001493152-24-011792.txt (&nbsp;) — 1706KB

Business

Business Our Board currently has no knowledge of any matters to be presented at the Annual Meeting other than those referred to in this Proxy Statement. The solicited proxies give discretionary authority to the proxy agents named therein to vote in accordance with the recommendation of the Board if any other matters are presented. FINANCIAL INFORMATION Our 2023 Annual Report on Form 10-K filed with the SEC, including, but not limited to, the balance sheets and the related statements of operations, changes in stockholders&rsquo; equity and cash flows for Celcuity as of and for the years ended December 31, 2023 and 2022 accompanies these materials. A copy of the 2023 Annual Report on Form 10-K may be obtained without charge upon request to our Chief Financial Officer, Celcuity Inc., 16305 36 th Avenue North, Suite 100, Minneapolis, MN 55446. Our 2023 Annual Report on Form 10-K is also available on our website at www.celcuity.com/home/investors/sec-filings/. 5 PROPOSAL NO. 1 ELECTION OF DIRECTORS Celcuity&rsquo;s business and affairs are managed under the direction of the Board. All our directors are elected at each annual meeting to serve until their successors are duly elected or until their earlier death, resignation or removal. If any of the nominees for director at the Annual Meeting becomes unavailable for election for any reason (none being presently known), the proxy agents will have discretionary authority to vote, pursuant to the proxies, for a suitable substitute or substitutes selected in accordance with the best judgment of the proxy agents. Nominees for Election The Board, upon the recommendation of the Nominating and Corporate Governance Committee, has nominated the seven persons named in the table below for election as directors at the Annual Meeting. Each nominee listed below currently serves as a director of Celcuity. Name of Nominee Age Position Held with Celcuity Inc. Director Since Richard E. Buller 74 Director 201

View Full Filing

View this DEF 14A filing on SEC EDGAR