Metagenomi Therapeutics, Inc.

Director and Officer Trading Plans and Arrangements

None of our directors or “officers,” as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, adopted or terminated a Rule 10b5-1 trading plan or arrangement or a non-Rule 10b5-1 trading plan or arrangement, as defined in Item 408(c) of Regulation S‑K, during the three months ended December 31, 2024.

Announcement of 2025 Annual Meeting of Stockholders Date and Related Information

As of the date of this Annual Report on Form 10-K, we intend to hold our 2025 annual meeting of Stockholders (the “2025 Annual Meeting”) virtually on or about June 10, 2025. We are providing the following disclosure in accordance with our Amended and Restated Bylaws (the “Bylaws”) and Rule 14a-8 under the Exchange Act.

Director not Standing for Reelection

On March 11, 2025, Sebastián Bernales, Ph.D., a member of the Company’s board of directors informed the Company that he has decided not to stand for reelection at the 2025 Annual Meeting. Dr. Bernales will continue to serve as a member of the board of directors until the date of the 2025 Annual Meeting when his term shall expire. Dr. Bernales’ intention not to stand for reelection was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Bylaws Advance Notice Deadline for Submission of Stockholder Proposals and Director Nominations

Pursuant to our Bylaws, since the 2025 Annual Meeting is the first Annual Meeting following our initial public offering, for notice of stockholder proposals submitted outside of Rule 14a-8 of the Exchange Act and director nominations to be timely, they must be so received not later than the later of (i) the close of business on the 90th day before the 2025 Annual Meeting; or (ii) the close of business on the 10th day following the day on which public announcement of the date of the 2025 Annual Meeting is first made by us. To be considered timely, stockholder proposals submitted outside of Rule 14a-8 of the Exchange Act and director nominations, in each case intended to be brought before the 2025 Annual Meeting, must be received no later than the close of business on March 27, 2025. Any such stockholder proposals and director nominations must be directed to our Secretary at our corporate offices at Metagenomi, Inc., 5959 Horton Street, 7th Floor, Emeryville, CA 94608. Such stockholder proposals and director nominations must also comply with the advance notice provisions contained in Section 2 of our Bylaws.

Rule 14a-8 Deadline for the Submission of Stockholder Proposals

As we did not hold an annual meeting in 2024, pursuant to Rule 14a-8(e)(2) under the Exchange Act, the deadline for the receipt of any stockholder proposals submitted pursuant to Rule 14a-8 of the Exchange Act for inclusion in the Company’s proxy materials for the 2025 Annual Meeting would be a reasonable time before the company begins to print and send its proxy materials. We have determined that March 27th, 2025 is a reasonable time before we expect to begin to print and distribute our proxy materials for the 2025 Annual Meeting, and that any stockholder proposals must be received on or before the close of business on that day. Such proposals must be directed to our Secretary at our corporate offices at Metagenomi, Inc., 5959 Horton Street, 7th Floor, Emeryville, CA 94608. Such proposals must also comply with Rule 14a-8 of the Exchange Act.