Benitec Biopharma Inc
For the period ended Aug 29, 2024. Filed Jul 29, 2024.
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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.
Aug 29, 2024 · Filed Jul 29, 2024
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DEF 14A 1 d874404ddef14a.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 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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(Name of Registrant as Specified in Its Charter)
Payment of filing fee (Check the appropriate box):
| ☒ | No fee required. |
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| ☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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| ☐ | Fee paid previously with preliminary materials: |
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3940 Trust Way
Hayward, California 94545
SPECIAL MEETING OF STOCKHOLDERS
TO BE HELD ON AUGUST 29, 2024
Dear Stockholders:
You are cordially invited to attend the Special Meeting of Stockholders (the “Special Meeting”) of Benitec Biopharma Inc. (the “Company”). The Special Meeting will be conducted exclusively via the Internet at a virtual audio web conference at meetnow.global/MQHSXYH on August 29, 2024, beginning at 3:00 p.m., Pacific Time. You will be able to attend the Special Meeting and vote and submit questions during the Special Meeting by visiting the Special Meeting website. We believe that a virtual stockholder meeting provides greater access to those who may want to attend and therefore have chosen this overan in-person meeting.
The Special Meeting is being held to seek the approval of the Company’s stockholders of (i) the potential issuance of shares of common stock issuable upon exercise of certain warrants for purposes of complying with Nasdaq Listing Rule 5635(b), and (ii) an amendment to the Company’s 2020 Equity and Incentive Compensation Plan previously approved by the Company’s Board of Directors.
The Proxy Statement describing the matters to be acted upon at the Special Meeting in more detail is contained in the following pages. Stockholders are also entitled to vote on any other matters that properly come before the Special Meeting. Your vote is important. Enclosed is a proxy that will entitle you to vote your shares on the matters to be considered at the Special Meeting, even if you are unable to attend the virtual meeting online. Regardless of the number of shares you own, please be sure you are represented at the Special Meeting either by attending virtually, voting on the Internet or by telephone, or returning a signed proxy card as soon as possible.
On behalf of Benitec Biopharma Inc., I thank you for your ongoing interest and investment in our Company.
Sincerely,
Dr. Jerel Banks
Chief Executive Officer and Chairman of the Board of Directors
NOTICE OF SPECIAL MEETING OF STOCKHOLDERS
TO BE HELD ON AUGUST 29, 2024
To Our Stockholders:
Notice is hereby given that the Special Meeting (the “Special Meeting”) of Benitec Biopharma Inc. (the “Company”) will be held virtually on August 29, 2024, at 3:00 p.m., Pacific Time. The Special Meeting can be accessed by visiting meetnow.global/MQHSXYH, where you will be able to listen to the meeting live, submit questions, and vote online for the following purposes:
| (i) | To approve, for purposes of complying with Nasdaq Listing Rule 5635(b), the potential issuance of shares of common stock issuable upon exercise of certain warrants (the “Nasdaq Proposal”); |
| (ii) | To approve an amendment to the Company’s 2020 Equity and Incentive Compensation Plan previously approved by the Company’s Board of Directors (the “Equity Plan Amendment Proposal”); and |
| (iii) | To approve the adjournment or postponement of the Special Meeting, if necessary, to continue to solicit votes for the Nasdaq Proposal or the Equity Plan Amendment Proposal. |
Pursuant to the Company’s Amended and Restated Bylaws, the Board of Directors has fixed the close of business on July 25, 2024 as the record date for determination of the stockholders entitled to vote at the Special Meeting and any adjournments thereof. You can ensure that your shares are voted at the Special Meeting by voting via the Internet or by completing, signing and returning the enclosed proxy card. If you do attend the Special Meeting virtually, you may then withdraw your proxy and vote your shares during the virtual meeting. In any event, you may revoke your proxy prior to the Special Meeting. Shares represented by proxies that are returned properly signed but unmarked will be voted in favor of the proposals made by the Company.
YOUR VOTE IS IMPORTANT. WHETHER OR NOT YOU EXPECT TO ATTEND OUR SPECIAL MEETING VIRTUALLY, PLEASE VOTE VIA THE INTERNET, BY TELEPHONE, OR SIGN AND SUBMIT YOUR PROXY AS SOON AS POSSIBLE SO THAT YOUR SHARES CAN BE VOTED AT OUR SPECIAL MEETING IN ACCORDANCE WITH YOUR INSTRUCTIONS.
By Order of the Board of Directors,
Dr. Jerel Banks
Chief Executive Officer and Chairman of the Board of Directors
Hayward, California
Important Notice Regarding Availability of Proxy Materials for the Special Meeting of
Stockholders to be held on August 29, 2024
Our Proxy Statement and proxy card are available on the Internet at www.investorvote.com/BNTC and at the “SEC Filings” section under the “Investors” tab on our corporate website at www.benitec.com.
SPECIAL MEETING OF STOCKHOLDERS
PROXY STATEMENT
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.