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Eledon Pharmaceuticals, Inc.

For the period ended Jun 18, 2026. Filed Apr 30, 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 18, 2026 · Filed Apr 30, 2026

ELDN$2.61+5.9%Stored close · as of Nov 6, 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
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material Pursuant to §240.14a-12

Eledon Pharmaceuticals, 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
☐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

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

Eledon Pharmaceuticals, Inc., a Delaware corporation (“Eledon” or the “Company”), will hold its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) at the Company’s corporate office, located at 19800 MacArthur Boulevard, Suite 250, Irvine, California on Thursday, June 18, 2026, at 11:30 a.m., Pacific Time.

The purposes of the Annual Meeting are to consider and vote upon the following items:

To elect David-Alexandre C. Gros, M.D., Jan Hillson, M.D., and James Robinson as Class III directors to serve until Eledon’s 2029 annual meeting of stockholders and until their respective successors have been duly elected and qualified;

To approve an amendment to the Company's Restated Certificate of Incorporation (as amended), to increase the number of authorized shares of the Company's common stock, par value $0.001 per share from 300,000,000 to 450,000,000; and

To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026.

At the Annual Meeting, we will also consider and vote upon such other matters as may properly come before the Annual Meeting or any postponement or adjournment thereof.

The accompanying Proxy Statement more fully describes these matters, and we urge you to read the information contained in the Proxy Statement carefully.

The Board of Directors has fixed the close of business on April 20, 2026 as the record date for the determination of stockholders entitled to notice of, and to vote at, the Annual Meeting and any adjournment or postponement thereof.

We encourage all stockholders to attend the Annual Meeting in person. However, whether or not you plan to attend the Annual Meeting in person, we encourage you to read this Proxy Statement and submit your proxy or voting instructions as soon as possible. Please review the instructions on each of your voting options described in the Proxy Statement. You will be able to vote your shares at the meeting in person or by proxy, either over the Internet, by mail or by phone.

Important Notice Regarding the Availability of Proxy Materials. The Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 are available to our stockholders atwww.proxydocs.com/ELDN. Stockholders may also request a printed set of the proxy materials by following the instructions in the Notice of Internet Availability.

On behalf of the Board of Directors,

/s/ David-Alexandre C. Gros

David-Alexandre C. Gros, M.D.

Chief Executive OfficerApril 30, 2026

YOUR VOTE IS IMPORTANT

Please vote via the Internet or telephone.

Internet: www.proxypush.com/ELDN

Phone: 1-866-229-2195

If you received a proxy card or voting instruction form, please mark, sign and date it when received andreturn it promptly in the self-addressed, stamped envelope provided to you.

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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.