Repare Therapeutics (RPTX) Proxy Filing summary

Executive summary

• Chief Scientific Officer Michael Zinda, Ph.D., resigned effective December 31, 2025, and will provide consulting services for up to three months post-departure.

• A separation agreement outlines compensation, benefits, and equity vesting for Dr. Zinda, with enhanced terms if a change in control occurs within three months of his departure.

• A special shareholder meeting is scheduled for January 16, 2026, to vote on the proposed acquisition by XenoTherapeutics, Inc.

Voting matters and shareholder proposals

• Shareholders are asked to approve the acquisition by XenoTherapeutics, Inc. at a special meeting.

• The proxy statement provides details on the transaction and matters to be voted on.

Board of directors and corporate governance

• The board was notified of Dr. Zinda's resignation and approved the terms of his separation agreement.

• Certain directors, executive officers, and employees may be considered participants in the proxy solicitation for the Xeno transaction.