ACADIA Pharmaceuticals (ACAD) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 29, 2026, to be held virtually, with stockholders able to vote and submit questions online.

• Four main proposals are up for vote: election of three Class I directors, advisory approval of executive compensation, ratification of Ernst & Young LLP as auditor, and approval of an amendment to the 2024 Equity Incentive Plan.

• Only stockholders of record as of April 14, 2026, are entitled to vote.

• The proxy statement includes forward-looking statements and risk factors, referencing the company's annual and periodic reports.

Voting matters and shareholder proposals

• Proposal 1: Elect three Class I directors to serve until 2029.

• Proposal 2: Advisory vote on executive compensation (say-on-pay).

• Proposal 3: Ratification of Ernst & Young LLP as independent auditor for 2026.

• Proposal 4: Approve amendment to the 2024 Equity Incentive Plan, increasing authorized shares by 5,209,670.

• Shareholders may submit proposals for the 2027 meeting, subject to deadlines and requirements.

Board of directors and corporate governance

• The board consists of nine members, with a mix of industry, financial, and scientific expertise.

• 44% of directors represent underrepresented groups, including gender and demographic diversity.

• The board is led by an independent, non-executive chair, and all directors except the CEO are independent.

• Committees include Audit, Compensation, Nominating and Corporate Governance, and Scientific Committees.

• The NCG Committee regularly reviews board composition and refreshment, considering diversity and skills.