Annexon, Inc.
For the period ended Jun 11, 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 11, 2026 · Filed Apr 27, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
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. |
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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 under § 240.14a-12. |
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(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 all boxes that apply):
| ☒ | No fee required. |
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| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
1400 Sierra Point Parkway, Bldg C, Suite 200
Brisbane, California 94005
NOTICE OF 2026 ANNUAL MEETING OF STOCKHOLDERS
To be held on June 11, 2026
Dear Stockholder:
You are cordially invited to attend the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Annexon, Inc., a Delaware corporation (the “Company”), on Thursday, June 11, 2026 at 8:00 a.m. Pacific Time. This year’s Annual Meeting will be held virtually, conducted via live audio webcast. You can attend the meeting via the internet atwww.virtualshareholdermeeting.com/ANNX2026 by using the 16-digit control number that appears on your proxy card (printed in the box and marked by the arrow) and the instructions that accompanied your proxy materials. You will not be able to attend the meeting in person.
The Annual Meeting will be held for the following purposes:
| 1. | To elect the two nominees for director named in the accompanying proxy statement to serve as Class III directors to hold office until the 2029 annual meeting of stockholders or until their respective successors are duly elected and qualified or until the director’s earlier death, resignation or removal. |
| 2. | To ratify the selection by the Audit Committee of our Board of Directors of KPMG LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2026. |
| 3. | To approve, on a non-binding advisory basis, the compensation of our named executive officers. |
| 4. | To approve an amendment to our amended and restated certificate of incorporation (our “Certificate of Incorporation”) to increase the number of authorized shares of common stock from 300,000,000 to 500,000,000. |
| 5. | To conduct any other business properly brought before the meeting or any continuation, adjournment or postponement thereof. |
These items of business are more fully described in the Proxy Statement accompanying this Notice.
The record date for the Annual Meeting is April 13, 2026. Only stockholders of record at the close of business on that date may vote at the Annual Meeting or any continuation, adjournment or postponement thereof. A complete list of such stockholders will be open to the examination of any stockholder for a period of ten days prior to the Annual Meeting for a purpose germane to the meeting at our principal executive offices by stating the purpose of the request and providing proof of ownership of our common stock. The complete list of such stockholders will also be available to stockholders during the Annual Meeting at www.virtualshareholdermeeting.com/ANNX2026.
Important Notice Regarding the Availability of Proxy Materials for the Stockholders’ Meeting to Be Held on Thursday, June 11, 2026 at 8:00 a.m. Pacific Time, conducted via live audio webcast.
By Order of the Board of Directors
Douglas Love
President and Chief Executive Officer
Brisbane, California
April 27, 2026
You are cordially invited to attend the Annual Meeting, conducted via live audio webcast. Whether or not you expect to attend the meeting, please vote by proxy over the telephone or through the internet, or by completing, dating, signing and returning a proxy card that we may mail to you as instructed in these materials, as promptly as possible in order to ensure your representation at the meeting. Even if you have voted by proxy, you may still vote at the Annual Meeting. Please note, however, that if your shares are held through a broker, bank or other nominee and you wish to vote at the Annual Meeting, you must obtain a proxy issued in your name from that record holder.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.