Artiva Biotherapeutics, Inc.
For the period ended Jun 24, 2025. Filed Apr 29, 2025.
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Jun 24, 2025 · Filed Apr 29, 2025
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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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Artiva Biotherapeutics, Inc.
(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 |
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| ☐ | Fee computed on table in exhibits required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
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5505 Morehouse Drive, Suite 100
San Diego, California 92121
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To Be Held On June 24, 2025
Dear Stockholder:
You are cordially invited to attend the Annual Meeting of Stockholders (the Annual Meeting) of Artiva Biotherapeutics, Inc., a Delaware corporation (the Company). The meeting will be held on Tuesday, June 24, 2025, at 8:30 a.m. Pacific Time. The Annual Meeting will be a virtual meeting of stockholders, which will be conducted only via a live audio webcast. You will be able to attend the Annual Meeting, submit your questions and vote online during the meeting by visiting www.proxydocs.com/ARTV. A complete list of record stockholders will be available for examination on a reasonably accessible electronic network by any stockholder for any purpose germane to the Annual Meeting for a period of ten days ending on the day before the Annual Meeting date. If you would like to view the list, please email us at ir@artivabio.com. The meeting will be held for the following purposes:
| 1. | To elect the Board’s nominee for Class I director named as nominee in this Proxy Statement to hold office until the 2028 Annual Meeting of Stockholders and his successor is duly elected and qualified, or until his earlier death, resignation or removal. |
| 2. | To ratify the appointment by the Audit Committee of the Board of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. |
| 3. | To approve an amendment to the Company’s 2024 Equity Incentive Plan (the 2024 Plan) to increase the aggregate number of shares of common stock authorized for issuance under the plan by 1,214,580 shares. |
| 4. | To conduct any other business properly brought before the meeting. |
These items of business are more fully described in the Proxy Statement accompanying this Notice.
The Annual Meeting will be held virtually through a live webcast. Stockholders of record at the close of business on April 25, 2025, and their proxy holders will be able to attend the Annual Meeting, submit questions and vote during the live webcast by visiting www.proxydocs.com/ARTV and entering the Control Number included in your Notice of Internet Availability or in the instructions that you received via email. Please refer to the additional logistical details and recommendations in the accompanying Proxy Statement. You maylog-in beginning at 8:15 a.m. Pacific Time, on Tuesday, June 24, 2025.
Only stockholders of record at the close of business on April 25, 2025, and their proxy holders may vote at the meeting or any adjournment thereof.
By Order of the Board of Directors
/s/ Fred Aslan, M.D.
Fred Aslan, M.D.
President and Chief Executive Officer
San Diego, California
April 28, 2025
Important Notice Regarding the Availability of Proxy Materials for the Stockholders’ Meeting to Be Held
on Tuesday, June 24, 2025, at 8:30 a.m. Pacific Time at www.proxydocs.com/ARTV.
The proxy statement and annual report to stockholders are available at
investors.artivabio.com/financials/sec-filings and www.proxydocs.com/ARTV.
You are cordially invited to attend the meeting online. Whether or not you expect to attend the meeting, please vote over the telephone or the internet as instructed in these materials, or, if you receive a paper proxy card by mail, by completing and returning the proxy mailed to you, as promptly as possible in order to ensure your representation at the meeting. Even if you have voted by proxy, you may still vote online if you attend the meeting.
PROXY STATEMENT
FOR THE 2025 ANNUAL MEETING OF STOCKHOLDERS
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.