Monopar Therapeutics (MNPR) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 22, 2026, with record date of April 27, 2026; 6,698,778 shares outstanding and entitled to vote.

• Four main proposals: election of six directors, advisory vote on executive compensation, approval of 2026 Stock Incentive Plan, and ratification of BPM LLP as auditor.

• Board unanimously recommends voting FOR all proposals.

• Proxy materials and annual report available online; shareholders encouraged to vote by proxy even if attending in person.

Voting matters and shareholder proposals

• Six director nominees: five incumbents and one new nominee, Nicole Sweeny, replacing Arthur Klausner.

• Advisory, non-binding vote on executive compensation (Say-on-Pay).

• Approval sought for 2026 Stock Incentive Plan, replacing the 2016 plan and adding 600,000 new shares for equity awards.

• Ratification of BPM LLP as independent auditor for 2026.

• No other business or director nominees expected at the meeting.

Board of directors and corporate governance

• Board consists of experienced professionals with backgrounds in biopharma, finance, and commercial strategy.

• Board committees: Audit, Compensation, Corporate Governance & Nominating, and Plan Administrator.

• Majority of directors are independent per Nasdaq standards; CEO and former CFO are not independent due to employment.

• Board and committees met regularly in 2025; all members attended at least 75% of meetings.

• Board leadership separates CEO and Executive Chairman roles for effective oversight.