Nkarta, Inc.
For the period ended Jun 10, 2026. Filed Apr 23, 2026.
View on SEC.govAbout this filing
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 23, 2026
Contents
Defined Contribution Plans
As part of our overall compensation program, we provide all full-time employees, including our NEOs, with the opportunity to participate in a defined contribution 401(k) plan. Our 401(k) plan is intended to qualify under Section 401 of the Internal Revenue Code so that employee contributions and income earned on such contributions are not taxable to employees until withdrawn. Employees may elect to defer a percentage of their eligible compensation (not to exceed the statutorily prescribed annual limit) in the form of elective deferral contributions to our 401(k) plan. Our 401(k) plan also has a “catch-up contribution” feature for employees aged 50 or older (including those who qualify as “highly compensated” employees) who can defer amounts over the statutory limit that applies to all other employees. We also make a safe harbor non-elective contribution to each employee’s account under the plan equal to 3% of the employee’s eligible compensation.
| NKARTA, INC. | 2026 PROXY STATEMENT | 31 |
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Pay Versus Performance
The Company is a smaller reporting company, and its most recent fiscal year ended December 31, 2025. As required by Item 402(v) of Regulation S-K, we are providing the following information regarding the relationship between executive compensation and our financial performance for each of the last two completed fiscal years. In determining the “compensation actually paid” (“CAP”) to our NEOs, we are required to make various adjustments to amounts that have been previously reported in the Summary Compensation Table in previous years, as the SEC’s valuation methods for this section differ from those required in the Summary Compensation Table. The “Executive Compensation” section of this proxy filing describes the compensation setting process for our executive officers, which is done independently from the disclosure requirements.
| Year | SummaryCompensationTable Total forPEO(1) | CompensationActually Paid toPEO(1)(2) | AverageSummaryCompensationTable Total forNon-PEO NEO(1) | AverageCompensationActually Paid toNon-PEO NEO(1)(2) | Value of InitialFixed $100 Investment Based on Total Shareholder Return(3) | Net Loss(Thousands)(4) |
|---|---|---|---|---|---|---|
| 2025 | $2,978,038 | $2,037,273 | $1,310,390 | $1,077,594 | $28.03 | ($104,084) |
| 2024 | $3,985,445 | $1,542,159 | $2,618,150 | $976,506 | $37.73 | ($108,790) |
| (1) | Summary Compensation Table amounts reported include fair value of stock grants calculated in accordance with ASC 718, rather than the cash amounts paid to or realized by the named individual. Mr. Hastings served as our principal executive officer (“PEO”) for the full year in 2025 and 2024. The Non-PEO Named Executive Officers (the “Non-PEO NEOs”) include the following individuals: for fiscal year 2025, Dr. Mahmood and Dr. Rose and for fiscal year 2024, Dr. Mahmood and Dr. Shook. |
| (2) | The following amounts were deducted from or added to the Summary Compensation Table total compensation in accordance with the SEC-mandated adjustments to calculate compensation actually paid to our PEO and average compensation actually paid to our Non-PEO NEOs for 2025 and 2024: |
| 2025 | 2024 | |||
|---|---|---|---|---|
| PEO | Average Non-CEO NEOs | PEO | Average Non-CEO NEOs | |
| Total Compensation from Summary Compensation Table Adjustments for Equity Awards | $2,978,038 | $1,310,390 | $3,985,445 | $2,618,150 |
| Adjustment for grant date values in the Summary Compensation Table | $(1,948,207) | $(649,473) | $(3,005,668) | $(2,112,888) |
| Year-end fair value of unvested awards granted in the current year | $1,362,257 | $581,858 | $1,040,331 | $804,605 |
| Year-over-year difference of year-end fair values for unvested awards granted in prior years | $(358,712) | $(133,203) | $(1,313,799) | $(423,906) |
| Fair values at vest date for awards granted and vested in current year | $205,583 | $22,449 | $595,796 | $71,028 |
| Difference in fair values between prior year-end fair values and vest date fair values for awards granted in prior years | $(201,686) | $(54,427) | $240,054 | $19,517 |
| Total Adjustments for Equity Awards | $(940,765) | $(232,796) | $ (2,443,286) | $ (1,641,644) |
| Compensation Actually Paid | $2,037,273 | $1,077,594 | $1,542,159 | $976,506 |
| (3) | Cumulative Total Shareholder Return (“TSR”) is the calculated difference between our share price at the end and the beginning of the applicable measurement period. To perform this calculation, we assume a $100 investment on December 31, 2023. |
| 32 | 2026 PROXY STATEMENT | NKARTA, INC. |
| (4) | The dollar amount reported represents the amount of net loss reflected in our audited financial statements for the applicable year. |
Relationship of Compensation Actually Paid and Our Total Shareholder Return
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and the cumulative TSR over the two most recently completed fiscal years for the Company.
Relationship of Compensation Actually Paid and Our Net Loss
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and our net loss during the two most recently completed fiscal years.
| NKARTA, INC. | 2026 PROXY STATEMENT | 33 |
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.