LeonaBio (LONA) Proxy filing summary

Executive summary

• The 2026 annual meeting will be held virtually on June 22, 2026, with voting on key proposals including director elections, auditor ratification, executive compensation, and advisory vote frequency.

• Stockholders of record as of May 1, 2026, are eligible to vote, with multiple voting methods available including internet, phone, and mail.

• Proxy materials and the annual report are accessible online, with a focus on reducing environmental impact and costs.

Voting matters and shareholder proposals

• Proposal 1: Election of three Class III directors for three-year terms.

• Proposal 2: Ratification of Ernst & Young LLP as independent auditor for fiscal year 2026.

• Proposal 3: Advisory approval of named executive officer compensation (Say-on-Pay).

• Proposal 4: Advisory vote on frequency of Say-on-Pay (board recommends every three years).

• Proposal 5: Other business as may properly come before the meeting.

Board of directors and corporate governance

• Board consists of 10 directors, nine of whom are independent; divided into three classes with staggered terms.

• Board committees include audit, compensation, nominating and corporate governance, and compliance, each with defined responsibilities.

• Board diversity is emphasized, considering experience, gender, race, and ethnicity.

• Recent changes include appointments of Peter B. Silverman and Natalie C. Holles as directors, pursuant to investor rights.

• Insider trading and code of ethics policies are in place, with robust communication channels for stockholders.