Fennec Pharmaceuticals (FENC) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 3, 2025, with both in-person and virtual participation options for shareholders.

• Key agenda items include election of six directors, appointment of auditors, advisory vote on executive compensation, and amendments to the 2020 Equity Incentive Plan.

• Record date for voting eligibility is April 7, 2025, with 27,597,938 common shares outstanding as of that date.

• Proxy materials and annual report are available online for shareholder review.

Voting matters and shareholder proposals

• Shareholders will vote on the election of six directors, appointment of Haskell & White LLP as auditors, advisory say-on-pay for executive compensation, and amendments to the Equity Incentive Plan.

• Amendments to the Equity Incentive Plan include increasing the share reserve to 8,500,000 and adding an employee stock purchase program.

• Shareholder proposals for the 2026 meeting must be submitted by December 26, 2025, to be included in the proxy materials.

Board of directors and corporate governance

• Board consists of a majority of independent directors, with clear separation of Chairman and CEO roles.

• Board committees include Audit, Compensation, and Governance and Nominating, all with independent membership.

• Board and committees met regularly in 2024, with high attendance and active oversight of management and strategy.

• Corporate governance guidelines, code of conduct, and diversity policy are in place and regularly reviewed.