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DBV Technologies S.A.

For the period ended Jun 3, 2026. Filed May 11, 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 3, 2026 · Filed May 11, 2026

DBVT$10.45+6.6%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

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

(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

Dear Fellow DBV Shareholders,

Each year, I begin my letter to you with the reminder that DBV was founded upon the belief that children living with food allergies, their families, and the clinicians who treat them need, and deserve, treatment options. That belief remains the core tenet of DBV today – it guides our corporate strategy as the Company progresses to commercialization with disciplined execution.

In recapping what has been a defining year for DBV, I must begin with the positive topline results from our Phase 3 VITESSE trial evaluating the VIASKIN® Peanut Patch in children aged 4 to 7 years. This result represents a milestone that the Company has worked towards over several years with passion. The VITESSE trial was designed with rigor and powered appropriately to support a successful outcome, reflecting the discipline of our development strategy and the careful execution of all those involved. The achievement of this milestone has provided the foundation required to advance the VIASKIN® Peanut Patch toward potential commercialization. We are on track to submit the Biologics License Application in the United States in the first half of this year.

In parallel, the Company made significant progress in the toddler population with the advancement of the COMFORT Toddlers supplemental safety trial of the VIASKIN® Peanut Patch in children aged 1 to 3 years. Through extensive and constructive dialogue with the U.S. Food and Drug Administration, the Company secured alignment on a path forward for this program and was able to have the first patient screened less than 4 months later. Notably, the eagerness of investigators and clinical sites to participate has been encouraging, and the interest we’ve seen from caregivers reinforces the unmet need for proactive treatment options in this patient population. The execution of the study, including the efficient management of rolling site activations, further demonstrates the Company’s operational capabilities and the discipline of its teams in advancing complex clinical programs.

Specifically, I’d like to highlight THRIVE. This first-of-its-kind study in infants aged 6 through 12 months, is designed to evaluate the VIASKIN® Peanut Patch to achieve adlib consumption or the ability to eat peanut freely. This first-of-its-kind study is an example of the Company’s continued commitment to the food allergy community and its pursuit to provide treatment options that have the potential to meaningfully change the trajectory and reduce the life-long burden of food allergy.

This commitment to advancing care is not only the right thing to do, it is increasingly aligned with the broader public health and regulatory environment. In February 2026, the U.S. Food and Drug Administration convened an expert panel on food allergies, bringing together scientific, clinical, and patient advocacy voices for a robust academic discussion on the current and future state of the field. The outcome highlighted the need for continued innovation and a greater emphasis on earlier intervention. It’s encouraging to hear these conversations further validate VIASKIN as a platform technology and the VIASKIN® Peanut Patch’s potential as a blockbuster product, once approved.

At the same time, the Company has continued to benefit from close and constructive engagement with the leading scientific, medical, and patient advocacy communities dedicated to advancing the understanding and management of food allergy. Through longstanding relationships with professional societies and advocacy organizations, DBV Technologies has remained an active participant in the ever-evolving dialogue shaping clinical practice and patient experience. The team has started to feature the robust results from VITESSE at recent medical conferences. Physicians and patient advocacy groups have received these results well and remain enthusiastic about the potential for our science to transform into an approved treatment option for patients.

DBV is still a clinical-stage biopharmaceutical company and as such may need additional funding to support its growth. Execution of the Company’s financing strategy is an important highlight of the past year. Through disciplined planning, strong investor engagement, and the ability of the leadership team to operate effectively under pressure, the Company raised $386.2 million in capital between March 2025 and January 2026. As disclosed in the Company’s Q1 2026 press release, this has provided the necessary funding to support its operations into the second quarter of 2027, including the potential US launch of the VIASKIN® Peanut Patch. The alignment between the Company and its investors, both new and old, on the near-term path to potential commercialization and the broader vision for the VIASKIN platform cannot be understated.

Looking ahead, DBV Technologies is poised to become a commercial company: it enters this period of growth and change supported by a strengthened financial position, expanded organizational capabilities, and a clear focus on disciplined execution. With conviction, DBV remains a champion of clinical science and to addressing the urgent unmet medical need that exists for food allergic patients and their families. The work we do matters and has impact. DBV is committed to bringing the VIASKIN® Peanut Patch to potential approval in the United States. As I have stated before, I state again: our confidence in the significant therapeutic and commercial potential of the VIASKIN® Peanut Patch, and in the broader VIASKIN technology platform, is unwavering.

Sincerely,

/s/ Michel de Rosen

Michel de Rosen

May 11, 2026

107 avenue de la République

92320 Châtillon France

NOTICE OF ANNUAL COMBINED GENERAL MEETING OF SHAREHOLDERS

To Be Held at 10:00 AM Paris Time on June 3, 2026

To the Shareholders of DBV Technologies S.A.:

The 2026 Annual Combined General Meeting of Shareholders of DBV Technologies S.A. (the “Company”), a French société anonyme, will be held on June 3, 2026, at 10:00 AM Paris time at the Company’s headquarters located at 107 avenue de la République 92320 Châtillon, France (the “2026 Annual General Meeting” or, more generally, the “Annual General Meeting”, the “General Meeting” or the “Meeting”).

On June 3, 2026, starting at 10:00 AM Paris time, the 2026 Annual General Meeting will be webcast with live audio on our website https://www.dbv-technologies.com. The recorded webcast of the 2026 Annual General Meeting will remain accessible on the Company’s website for at least the minimum legal and regulatory period from its publication online, following the date of the 2026 Annual General Meeting.

1.Approval of the annual financial statements for the year ended December 31, 2025
2.Approval of the consolidated financial statements for the year ended December 31, 2025
3.Allocation of income for the year ended December 31, 2025
4.Allocation of the accumulated deficit to the “Additional paid-in capital”
5.Statutory auditors’ special report on regulated agreements
6.Renewal of the term of office of KPMG, as statutory auditor
7.Ratification of the provisional appointment of Ms. Philina Lee, as director
8.Renewal of Mr. Michael J. Goller, as director
9.Renewal of Mr. Daniel Tassé, as director
10.Renewal of Ms. Maïlys Ferrère, as director
11.Approval of the information set out in section I of Article L.22-10-9 of the French Commercial Code on the compensation of corporate officers for the year ended December 31, 2025
12.Approval of the fixed, variable and non-recurring components of overall compensation and benefits of all types paid or assigned during the year ended December 31, 2025, to Mr. Michel de Rosen, Chairman of the Board of Directors
13.Approval of the fixed, variable and non-recurring components of overall compensation and benefits of all types paid or assigned during the year ended December 31, 2025, to Mr. Daniel Tassé, Chief Executive Officer
14.Advisory opinion on the compensation of named executive officers other than the Chief Executive Officer
15.Increase of the total remuneration (annual budget) allocated to Directors
16.Approval of the compensation policy for the Chairman of the Board of Directors for the year ending December 31, 2026
17.Approval of the compensation policy for the Directors for the year ending December 31, 2026
18.Approval of the compensation policy for the Chief Executive Officer and Deputy Chief Executive Officer for the year ending December 31, 2026
19.Authorization to be granted to the Board of Directors to buy back company shares on the Company’s behalf pursuant to Article L.22-10-62 of the French Commercial Code

Within the authority of the extraordinary shareholders’ meeting:

20.Delegation to be granted to the Board of Directors to reduce the share capital by cancellation of shares pursuant to Article L.22-10-62 of the French Commercial Code
21.Delegation of authority to be granted to the Board of Directors to issue ordinary shares and/or equity securities giving access to other equity securities or to the allocation of debt securities and/or securities giving access to ordinary shares with preferential subscription rights
22.Delegation of authority to be granted to the Board of Directors to issue ordinary shares and/or equity securities giving access to other equity securities or to the allocation of debt securities, and/or securities giving access to equity securities to be issued, without preferential subscription rights by means of a public offer excluding the offers set out in paragraph 1 of Article L.411-2 of the French Monetary and Financial Code, and/or as consideration for securities in the context of a public exchange offer
23.Delegation of authority to be granted to the Board of Directors to issue ordinary shares and/or equity securities giving access to other equity securities or to the allocation of debt securities, and/or securities giving access to equity securities to be issued, without preferential subscription rights by means of a public offer referred to in paragraph 1 of Article L.411-2 of the French Monetary and Financial Code
24.Delegation of powers to be granted to the Board of Directors to issue ordinary shares and/or equity securities giving access to other equity securities or to the allocation of debt securities and/or securities giving access to ordinary shares, without preferential subscription rights in favor of one or more persons specifically designated by the Board of Directors
25.Delegation of authority to be granted to the Board of Directors to issue ordinary shares, giving, as the case may be, access to ordinary shares or the allocation of debt securities (of the Company or a group company) and/or securities giving access to ordinary shares (of the Company or a group company), without preferential subscription rights in favor of a category of persons satisfying determined characteristics
26.Delegation of authority to be granted to the Board of Directors to decide on the issue of ordinary shares to be issued immediately or in the future by the Company, without preferential subscription rights in favor of a category of persons satisfying determined characteristics within the framework of an equity financing agreement on the United States stock market known as “At-The-Market” or “ATM Program”
27.Delegation of authority to be granted to the Board of Directors to increase the number of securities to be issued in the event of a capital increase with or without preferential subscription rights, in the event of excess demand
28.Delegation to be granted to the Board of Directors to increase the share capital by issuance of ordinary shares and/or securities giving access to the share capital within the limits set by the applicable legal and regulatory provisions on the date of the capital increase in consideration for contributions in kind of securities or securities giving access to the share capital
29.Delegation of authority to be granted to the Board of Directors to decide on any merger-absorption, spin-off or partial contribution of assets
30.Delegation of authority to be granted to the Board of Directors to issue ordinary shares giving, as the case may be, access to ordinary shares or to the allocation of debt securities (of the Company or of a group company), and/or securities giving access to ordinary shares (of the Company or of a group company), in the context of a merger, spin-off or partial contribution of assets decided by the Board of Directors pursuant to the delegation referred to in the twenty-ninth resolution
31.Overall limit on the maximum authorized amounts set under the resolutions twenty-second, twenty-third, twenty-fourth, twenty-fifth, twenty-sixth, twenty-eighth and thirtieth
32.Delegation of authority to be granted to the Board of Directors to increase the capital by means of the incorporation of reserves, profits and/or premiums
33.Delegation of authority to be granted to the Board of Directors to increase the capital by the issue of ordinary shares and/or securities giving access to the share capital, without preferential subscription rights in favor of the members of a company savings plan pursuant to Articles L.3332-18 and seq. of the French Labor Code
34.Delegation of authority to be granted to the Board of Directors to issue warrants (BSA), subscription and/or acquisition of new and/or existing warrants (BSAANE) and/or subscription and/or acquisition of new and/or existing redeemable warrants (BSAAR) without preferential subscription rights in favor of a category of persons
35.Authorization to be granted to the Board of Directors to allocate for free existing and/or to be issued shares to employees and/or certain corporate officers of the Company or related companies or economic interest groups
36.Authorization to be granted to the Board of Directors to grant stock options to employees and/or certain officers of the Company or related companies or economic interest groups
37.Overall limit on the maximum authorized amounts set under the resolutions thirty-fifth and thirty-sixth
38.Ratification of the amendment to Article 18 and Article 21 of the Company’s bylaws
39.Amendment to Article 15 of the Company’s bylaws to set the age limit for the Chief Executive Officer at 70 years
  1. Powers to complete formalities

These items of business are more fully described in the proxy statement accompanying this Notice.

These proxy materials will be mailed by Citibank, N.A. (the “Depositary”) commencing on May 12, 2026, to all holders of the Company’s American Depositary Shares (“ADSs”), each representing five ordinary shares of the Company, having a nominal value of €0.10 per share (the “Ordinary Shares” or “Shares”). Our registrar, Société Générale Securities Services, will commence mailing proxy materials to all holders of the Company’s Ordinary Shares on May 13, 2026.

In accordance with Article R.22-10-28 of the French Commercial Code, if you are a holder of Ordinary Shares that are registered in your name or in the name of an intermediary duly registered on your behalf as of May 27, 2026 at zero hour Paris time, which is the fifth business day prior to the meeting (the “Ordinary Share Record Date”), either in the registered share accounts or in the bearer share accounts held by their authorized intermediary, you will be eligible to vote your Ordinary Shares. You may (i) vote in person at the Annual General Meeting, (ii) grant your voting proxy directly to the Chairman of the Board of Directors, (iii) grant your voting proxy to another shareholder or to any other specifically designated person, (iv) vote by submitting your proxy card by mail or (v) vote by electronic mail via the secured platform Votaccess. Any shareholder who has already requested an admission card, sent a proxy, or cast a postal vote may no longer choose another means of participating in the Annual General Meeting.

If you hold ADSs, you may instruct the Depositary, either directly or through your broker, bank or other nominee, how to vote the Ordinary Shares underlying your ADSs. Please note that only holders of Ordinary Shares, and not ADS holders, are entitled to vote directly at the Annual General Meeting. The Depositary has fixed a record date for the determination of holders of ADSs who shall be entitled to give such voting instructions. We have been informed by the Depositary that it has set the ADS record date for the 2026 Annual General Meeting as April 23, 2026 (the “ADS Record Date”). If you wish to have your votes cast at the meeting, you must obtain, complete and timely return, at or prior to 10:00 AM (New York City time) on May 27, 2026, a voting instruction form from the Depositary, if you are a registered holder of ADSs, or from your broker, bank or other nominee in accordance with any instructions provided therefrom.

We appreciate your continued support of DBV Technologies S.A. and look forward to receiving your vote.

By order of the Board of Directors,

/s/ Daniel Tassé

Daniel Tassé

Chief Executive Officer

YOUR VOTE IS IMPORTANT. Please read the proxy statement and the accompanying materials. Whether or not you expect to attend the meeting, no matter how many Ordinary Shares or ADSs you own, please submit your proxy card or voting instruction form, as applicable, in accordance with the procedures described above.

Important Notice Regarding the Availability of Proxy Materials for the

2026 Annual General Meeting to be held on June 3, 2026:

The proxy statement and annual report are available on the Investors section of our website

https://www.dbv-technologies.com/investor-overview/sec-filings/

Our Depositary, Citibank, N.A., will commence mailing the proxy materials to all ADS holders on May 12, 2026. Our registrar, Société Générale Securities Services, will commence mailing the proxy materials to all holders of our Ordinary Shares on May 13, 2026.

Along with this proxy statement, we are also providing our 2025 annual report on Form 10-K (the “Annual Report”), which includes our financial statements prepared in accordance with U.S. GAAP for the fiscal year ended December 31, 2025.

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