Xencor (XNCR) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 16, 2026, at 1:00 p.m. Pacific Time at company headquarters in Pasadena, CA.

• Proxy materials are available online, with options to request paper or email copies at no charge.

• Stockholders can vote via Internet, mail, telephone, or in person at the meeting.

Voting matters and shareholder proposals

• Election of nine directors to serve until the next annual meeting and until successors are elected.

• Ratification of KPMG LLP as independent registered public accounting firm for fiscal year ending December 31, 2026.

• Approval of amendment to the 2023 Equity Incentive Plan to increase authorized shares by 4,000,000.

• Advisory (non-binding) vote on executive compensation as disclosed in the proxy statement.

Board of directors and corporate governance

• Board recommends voting "FOR" all director nominees and all proposals.

• Nine nominees listed for election, including Dr. Bassil I. Dahiyat and Dr. Raymond J. Deshaies.