Protara Therapeutics, Inc.
For the period ended Jun 12, 2026. Filed Apr 28, 2026.
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Jun 12, 2026 · Filed Apr 28, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
(Amendment No. )
| Filed by the Registrant | ☒ |
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| 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)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to § 240.14a-12 |
Protara Therapeutics, Inc.
(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
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PROTARA THERAPEUTICS, INC.
345 Park Avenue South, Third Floor
New York, New York 10010
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To Be Held on June 12, 2026
To the Stockholders of Protara Therapeutics, Inc.:
On behalf of our board of directors, you are cordially invited to attend the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Protara Therapeutics, Inc., a Delaware corporation (the “Company”). The Annual Meeting will be held virtually, via live webcast athttp://www.meetnow.global/MR6J62Q, originating from New York, New York, on Friday, June 12, 2026 at 12:00 p.m. Eastern Time. To provide a consistent and convenient experience to all stockholders regardless of location, the Annual Meeting will be held in a virtual meeting format only, via live webcast on the Internet, with no physical in-person meeting. Stockholders virtually attending the Annual Meeting will be afforded the same rights and opportunities to participate as they would at an in-person meeting. We encourage you to attend online and participate in the Annual Meeting, where you will be able to listen to the meeting live, submit questions and vote. We recommend that you log in a few minutes before the Annual Meeting on June 12, 2026 to ensure you are logged in when the Annual Meeting starts.
The Annual Meeting will be held for the following purposes:
To elect three Class III directors, Jesse Shefferman, Barry Flannelly, Pharm.D., and Cynthia Smith, each to hold office until our annual meeting of stockholders in 2029;
To ratify the selection by the audit committee of our board of directors of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2026;
To approve, on an advisory basis, the compensation of our named executive officers, as disclosed in the accompanying proxy statement;
To vote, on an advisory basis, as to whether the stockholder advisory vote to approve the compensation of our named executive officers, (i.e., Proposal 3) should occur every one, two or three years;
To approve an amendment to the Protara Therapeutics, Inc. 2024 Equity Incentive Plan;
To approve an amendment to our sixth amended and restated certificate of incorporation to increase the number of authorized shares of common stock from 100,000,000 to 200,000,000;
To approve an amendment to our sixth amended and restated certificate of incorporation allowing officer exculpation as permitted by Delaware law; and
To conduct any other business properly brought before the Annual Meeting.
These items of business are more fully described in the Proxy Statement accompanying this Notice.
The record date for the Annual Meeting is April 15, 2026. Only stockholders of record at the close of business on that date may vote at the Annual Meeting or any adjournment or postponement thereof unless otherwise communicated to stockholders.
By Order of the Board of Directors
Mary J. Grendell
Corporate Secretary
New York, New York
April 28, 2026
You are cordially invited to attend the Annual Meeting. Whether or not you expect to attend the Annual Meeting, PLEASE VOTE YOUR SHARES. As an alternative to voting online at the Annual Meeting, you may vote your shares in advance of the Annual Meeting via the internet, by telephone or, if you receive a paper proxy card by mailing the completed proxy card. Voting instructions are provided in the Notice of Internet Availability of Proxy Materials, or, if you receive a paper proxy card by mail, the instructions are printed on your proxy card. Even if you have voted by proxy, you may still vote online if you attend the Annual Meeting. Please note, however, that if your shares are held of record by a broker, bank or other agent and you wish to vote at the Annual Meeting, you must follow the instructions from such organization and will need to obtain a proxy issued in your name from that record holder.
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