INmune Bio (INMB) Proxy Filing summary

Executive summary

• Special Meeting scheduled for November 18, 2025, to be held virtually via live webcast for all stockholders of record as of September 30, 2025.

• Main agenda: approval of repricing certain outstanding stock options and potential adjournment of the meeting if more votes are needed.

• Board recommends voting in favor of both proposals to address employee retention and align interests with stockholders.

Voting matters and shareholder proposals

• Proposal 1 seeks approval to reprice underwater stock options granted under the 2017, 2019, and 2021 Stock Incentive Plans to the closing price on the meeting date.

• Proposal 2 allows adjournment of the meeting to solicit more proxies if necessary for Proposal 1.

• Each share gets one vote per proposal; majority of votes cast is required for approval.

• Abstentions and broker non-votes have no effect on outcomes if quorum is present.

• Stockholder proposals for the 2026 annual meeting must be submitted by February 27, 2026.

Board of directors and corporate governance

• Board and compensation committee recommended the option repricing to address retention and competitiveness.

• David Moss appointed CEO and director effective August 13, 2025; Cory Ellspermann appointed Interim CFO effective August 4, 2025.

• Board members and executive officers hold significant numbers of eligible options.