Galecto (GLTO) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on June 18, 2025, with voting available online, by phone, or by mail.

• Stockholders will vote on electing two Class II directors, approving the conversion of Series A Preferred Stock, and ratifying the independent auditor.

• Only stockholders of record as of April 21, 2025, are eligible to vote.

• The company continues to qualify as an emerging growth and smaller reporting company, utilizing related disclosure exemptions until at least December 31, 2025.

Voting matters and shareholder proposals

• Proposal 1: Elect Carl Goldfischer, M.D. and David Shapiro, M.D. as Class II directors for a term ending in 2028.

• Proposal 2: Approve issuance of common stock upon conversion of Series A Preferred Stock issued to Bridge Medicines LLC.

• Proposal 3: Ratify EY Godkendt Revisionspartnerselskab as independent auditor for fiscal year 2025.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2026 meeting must be received between February 18 and March 20, 2026.

Board of directors and corporate governance

• Board consists of eight directors divided into three classes, with staggered three-year terms.

• All directors except the CEO are independent under Nasdaq and SEC rules.

• Three standing committees: Audit, Compensation, and Nominating & Corporate Governance, all comprised of independent directors.

• Board and committees met regularly in 2024, with high attendance.

• Code of Business Conduct and Ethics and insider trading policy are in place.