Anteris Technologies Global Corp.
For the period ended Sep 4, 2025. Filed Aug 18, 2025.
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Sep 4, 2025 · Filed Aug 18, 2025
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DEF 14A 1 ny20046007x2_def14a.htm DEF 14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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ANTERIS TECHNOLOGIES GLOBAL CORP.
(Name of Registrant as Specified In Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required |
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| ☐ | Fee paid previously with preliminary materials |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
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NOTICE OF SPECIAL MEETING OF STOCKHOLDERS
To be held on September 4, 2025
NOTICE IS HEREBY GIVEN of a Special Meeting of Stockholders (the “Special Meeting”) of Anteris Technologies Global Corp., a Delaware corporation (the “Company”), to be held on September 4, 2025, at 5:00 p.m. Central time (being 8:00 a.m. AEST September 5, 2025). To increase access for all of our stockholders, the Special Meeting will be online and a completely virtual meeting of stockholders. You may attend and vote during the Special Meeting via the live webcast on the Internet at www.virtualshareholdermeeting.com/AVR2025SM. You will not be able to attend the Special Meeting in person, nor will there be any physical location.
Only stockholders of record at the close of business on August 11, 2025, are entitled to notice of, and to vote at, the Special Meeting and any postponement or adjournment thereof. Holders of CHESS Depositary Interests (“CDIs”) of the Company at that time will be entitled to receive notice of, and to attend (but not vote at) the Special Meeting. CDI holders may only instruct CHESS Depositary Nominees Pty Ltd (“CDN”) to vote on their behalf by completing and signing the CDI Voting Instruction Form and are not eligible to electronically vote during the virtual Special Meeting. We are committed to ensuring our stockholders have the same rights and opportunities to participate in the Special Meeting as if it had been held in a physical location. As further described in the proxy materials for the Special Meeting, you may attend the Special Meeting via the live webcast via the Internet. You may vote by telephone, via the Internet, or by mail prior to the Special Meeting. While we encourage you to vote in advance of the Special Meeting, you may also vote (unless you are a holder of CDIs) during the Special Meeting.
To be admitted to the Special Meeting at www.virtualshareholdermeeting.com/AVR2025SM, you must enter the 15-digit control number found on your proxy card. Holders of CDIs wishing to attend the Special Meeting will need to do so as guests.
The Special Meeting will be held for the following purposes:
| 1. | to approve ASX Limited’s (the “ASX”) grant to the Company of a waiver from ASX Listing Rule 7.1 to permit the Company to issue new securities without obtaining the approval of the Company’s stockholders under ASX Listing Rule 7.1, and otherwise on the terms and conditions summarized in this Proxy Statement (the “ASX Waiver Proposal”); |
| 2. | to approve the adjournment of the Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of the ASX Waiver Proposal (the “Adjournment Proposal”); and |
| 3. | to consider and transact such other business as may properly come before the Special Meeting. |
On or about August 18, 2025, we will begin to mail to certain stockholders this Proxy Statement, the accompanying proxy card and instructions on how to vote online. The Proxy Statement, form of proxy card, and other Special Meeting materials are available at www.proxyvote.com.
| Toowong, Queensland | By Order of the Board of Directors, |
|---|---|
| Australia | /s/ Wayne Paterson |
| Wayne Paterson | |
| August 18, 2025 | Vice Chairman of the Board of Directors and Chief Executive Officer |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.