uniQure N.V.
For the period ended Jun 10, 2026. Filed Apr 27, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jun 10, 2026 · Filed Apr 27, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(RULE 14A-101)
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
| Filed by the Registrant ☒ | |
|---|---|
| Filed by a Party other than the Registrant ☐ | |
| Check the appropriate box: | |
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under §240.14a-12 |
| UNIQURE N.V. | |
|---|---|
| (Name of Registrant as Specified in Its Charter) | |
| | |
| (Name of Person(s) Filing Proxy Statement, if other than the Registrant) | |
| Payment of Filing Fee (Check the appropriate box): | |
| ☒ | No fee required |
| ☐ | Fee paid previously with preliminary materials |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11 |
April 27, 2026
Dear Shareholder:
You are cordially invited to attend our 2026 Annual General Meeting of Shareholders at 9:00 a.m. Central European Summer Time on June 10, 2026, at our principal executive offices located at Paasheuvelweg 25a, 1105 BP Amsterdam, the Netherlands.
The Notice and Proxy Statement accompanying this letter describe the matters to be presented at the 2026 Annual Meeting. Shareholders of record are entitled to submit their questions regarding the agenda items ahead of the 2026 Annual Meeting by email to investors@uniQure.com and during the 2026 Annual Meeting, in each case, as described in the Proxy Statement.
Your vote is very important. Whether or not you plan to attend the 2026 Annual Meeting and regardless of the number of shares you hold, please carefully review the proxy materials and cast your vote. You may vote your shares over the Internet, by telephone or by completing, signing, dating, and mailing the accompanying proxy card in the return envelope no later than 9:59 p.m. Central European Summer Time on June 9, 2026. If you mail the proxy card within the United States, no additional postage is required. Submitting your vote online, by telephone or by proxy card will not affect your right to vote in person if you decide to attend the 2026 Annual Meeting, provided that you have notified us of your intention to attend the meeting no later than 12:00 p.m. Central European Summer Time on June 9, 2026. If your shares are held in street name (i.e., held for your account by a broker or other nominee), you will receive instructions from your broker or other nominee explaining how to vote your shares and you will have the option to cast your vote in the manner provided in the voting instructions. To be sure that your vote is received in time, I urge you to promptly cast your vote by your choice of available means.
Thank you for your support.
Sincerely,
Chief Executive Officer and Executive Director
UNIQURE N.V.
Paasheuvelweg 25a
1105 BP Amsterdam
The Netherlands
NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS
To Be Held Wednesday, June 10, 2026
Notice is hereby given that the 2026 Annual General Meeting of Shareholders (the “2026 Annual Meeting”) of uniQure N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company,” “uniQure,” or “we”), will be held on June 10, 2026, at 9:00 a.m., Central European Summer Time, at the Company’s principal executive offices located at Paasheuvelweg 25a, 1105 BP Amsterdam, the Netherlands.
The agenda for the 2026 Annual Meeting is as follows:
| I. | Opening |
|---|---|
| II. | Discussion of Dutch statutory report over fiscal year 2025 (for discussion only) |
| III. | Adoption of the Dutch statutory annual accounts over fiscal year 2025 (Voting Proposal No. 1) |
| IV. | Discharge of liability of the members of the Board of Directors (the “Board”) (Voting Proposal No. 2) |
| V. | Board Appointments: |
| | a)Reappointment of Madhavan Balachandran as non-executive director (Voting Proposal No. 3)b)Reappointment of Jack Kaye as non-executive director (Voting Proposal No. 4)c)Reappointment of Leonard Post, Ph.D. as non-executive director (Voting Proposal No. 5) |
| VI. | Designation of the Board as the competent body to issue ordinary shares and grant rights to subscribe for ordinary shares of the Company (Voting Proposal No. 6) |
| VII. | Designation of the Board as the competent body to exclude or limit pre-emptive rights upon the issuance of ordinary shares and granting of rights to subscribe for ordinary shares of the Company (Voting Proposal No. 7) |
| VIII. | Reauthorization of the Board to repurchase ordinary shares of the Company (Voting Proposal No. 8) |
| IX. | Appointment of KPMG Accountants N.V. as external auditors of the Company for the fiscal year 2026 (Voting Proposal No. 9) |
| X. | Approval, on an advisory basis, of the compensation of the Company’s named executive officers (Voting Proposal No. 10) |
| XI. | Approval, on an advisory basis, of the frequency of advisory votes on the compensation of the named executive officers of the Company (Voting Proposal No. 11) |
| XII. | Approval of the amendment and restatement of the Company’s 2014 Share Incentive Plan (the “2014 Plan”), which increases the number of shares available for issuance under the 2014 Plan, and designation of the Board as the competent body to issue ordinary shares and grant rights to subscribe for ordinary shares pursuant to the 2014 Plan and to exclude or limit pre-emptive rights in connection therewith (Voting Proposal No. 12) |
| XIII. | Amendment to the Articles of Association to reflect the Dutch large company regime (Voting Proposal No. 13) |
| XIV. | Amendment to the Articles of Association to increase the authorized share capital and number of ordinary shares (Voting Proposal No. 14) |
| XV. | Amendment to the Articles of Association to include a federal forum selection provision (Voting Proposal No. 15) |
| XVI. | Any other business that may properly come before the meeting or any adjournment of the meeting |
| XVII. | Closing |
Our Board recommends that you vote “FOR” the voting proposals above and “ONE YEAR” for Proposal No. 11.
Several of the agenda items above are presented to the 2026 Annual Meeting because the Company is organized under the laws of the Netherlands. Several matters that are within the authority of the Board under the corporate laws of most U.S. states require shareholder approval under Dutch law. Additionally, Dutch corporate governance provisions require certain discussion topics for an annual general meeting of shareholders upon which shareholders do not vote.
The Board has fixed the close of business Central European Summer Time on May 13, 2026 as the record date for the 2026 Annual Meeting and, therefore, only shareholders of record (“Registered Shareholders”) at the close of business Central European Summer Time on May 13, 2026 are entitled to receive this notice and to vote at the 2026 Annual Meeting and any adjournment thereof. The same shall apply to others with statutory meeting rights under Dutch law that are not shareholders, and the definition of Registered Shareholders should be interpreted accordingly.
Only Registered Shareholders who have given notice in writing to the Company by 12:00 p.m. Central European Summer Time on June 9, 2026 of their intention to attend the 2026 Annual Meeting are entitled to attend the 2026 Annual Meeting in person. The conditions for attendance at the 2026 Annual Meeting are as follows:
| o | Registered Shareholders must (i) notify the Company by 12:00 p.m. Central European Summer Time on June 9, 2026 of their intention to attend the 2026 Annual Meeting by submitting their name and the number of registered shares held by them through the Company’s email address at investors@uniQure.com, (ii) provide proof of their ownership of the registered shares held by them as of the record date in such notice, and (iii) bring a form of personal picture identification to the 2026 Annual Meeting; and |
| o | Holders of shares held in street name (“Beneficial Holders”) must have their financial intermediary, agent or broker with whom the shares are on deposit issue a proxy to them that confirms they are authorized to take part in and vote at the 2026 Annual Meeting. These Beneficial Holders must (i) notify the Company of their intention to attend the 2026 Annual Meeting by submitting their name and the number of shares beneficially owned by them through the Company’s email address at investors@uniQure.com no later than 12:00 p.m. Central European Time on June 9, 2026, (ii) bring an account statement or a letter from the record holder indicating that the Beneficial Holder owned the shares as of the record date to the 2026 Annual Meeting, (iii) bring the proxy issued to them by their financial intermediary to the 2026 Annual Meeting and (iv) bring a form of personal picture identification to the 2026 Annual Meeting. |
A proxy statement more fully describing the matters to be considered at the 2026 Annual Meeting (the “Proxy Statement”) is attached to this notice. Copies of our Annual Report on Form 10-K (the “Annual Report”), including our financial statements and notes thereto, as filed with the U.S. Securities and Exchange Commission, accompany this notice but are not deemed to be part of the Proxy Statement.
We have opted to use the “Notice and Access” method of posting the proxy materials online instead of mailing printed copies. We believe that this process will provide you with a more convenient and quicker way to access the proxy materials, and to authorize a proxy to vote your shares, while allowing us to conserve natural resources and reduce the costs of printing and distributing the proxy materials.
Registered Shareholders will not receive paper copies of the proxy materials unless they request them. Instead, this notice, which has been (or will be) mailed to our Registered Shareholders, provides instructions regarding how you may access or request all of the proxy materials by telephone, email or Internet. This notice also instructs you how to vote your shares online. If you prefer to receive a paper or email copy of the proxy materials, you should follow the instructions for requesting such materials set forth in this notice. All proxy materials are on a publicly accessible website. These materials are available free of charge at www.edocumentview.com/QURE.
Our 2025 Dutch Statutory Annual Accounts (jaarrekening 2025) and our 2025 Dutch Statutory Board Report (bestuursverslag 2025) are available on our website at www.uniqure.com/investors-media/shareholder-stock-info.
The 2026 Annual Meeting is an important event in our corporate calendar and provides an opportunity to engage with shareholders and for shareholders to pass the necessary resolutions for the conduct of the business and affairs of the Company.
Whether or not you plan to attend the 2026 Annual Meeting in person, please vote online prior to the 2026 Annual Meeting. You also may vote by telephone or by submitting a proxy card by mail prior to the 2026 Annual Meeting. If your shares are held in street name, you will receive instructions from your broker or other nominee explaining how to vote your shares, and you also may have the choice of instructing the record holder as to the voting of your shares by proxy, over the Internet or by telephone. Follow the instructions on the voting instruction form you receive from your broker or other nominee. If you are submitting a proxy card by mail, you do not need to affix postage to the enclosed reply envelope if you mail it within the United States.
All Shareholders are extended an invitation to attend the 2026 Annual Meeting.
By Order of the Board of Directors,
Matthew Kapusta
Chief Executive Officer and Executive Director
Important Notice Regarding the Availability of Proxy Materials for the 2026 Annual General Meeting of**
**Shareholders to Be Held on June 10, 2026
The Proxy Statement, Proxy Card and our Annual Report on Form 10-K are available at
www.edocumentview.com/QURE
and, together with our 2025 Dutch Statutory Annual Accounts and our 2025 Dutch Statutory Board Report, on our website at www.uniqure.com.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.