Coherus BioSciences Inc
For the period ended Jun 11, 2025. Filed Apr 29, 2025.
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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 11, 2025 · Filed Apr 29, 2025
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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 |
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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 |
Coherus BioSciences, 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 exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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COHERUS BIOSCIENCES, INC.
333 Twin Dolphin Drive, Suite 600
Redwood City, California 94065
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON JUNE 11, 2025
To the Stockholders of Coherus BioSciences, Inc.:
The 2025 Annual Meeting of Stockholders, or the 2025 Annual Meeting, of Coherus BioSciences, Inc., a Delaware corporation, or the Company, will be held virtually on June 11, 2025 at 1:30 p.m. PDT. Stockholders can attend the meeting via the internet at www.virtualshareholdermeeting.com/CHRS2025 by using the 16-digit control number that appears on the enclosed proxy card (printed in the box and marked by the arrow) and the instructions accompanying these proxy materials.
The 2025 Annual Meeting will be held for the following purposes:
| 1. | To elect three Class II directors to hold office until the 2028 Annual Meeting of Stockholders or until their successors are elected; |
| 2. | To ratify the selection, by the Audit Committee of our Board of Directors, of Ernst & Young LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2025; |
| 3. | To hold a vote on a non-binding, advisory resolution approving the compensation of the Company’s named executive officers, or a “Say-on-Pay” vote; |
| 4. | To approve the amendment, or the ESPP Amendment, to the Company’s 2014 Employee Stock Purchase Plan; and |
| 5. | To transact such other business as may properly come before the 2025 Annual Meeting or any continuation, adjournment or postponement thereof. |
The foregoing items of business are more fully described in the proxy statement accompanying this Notice. Only stockholders who owned the Company’s common stock at the close of business on April 24, 2025, or the Record Date, may vote at the 2025 Annual Meeting or any continuations, adjournments or postponements that take place. A complete list of such stockholders will be open to the examination of any stockholder for a period of ten (10) days prior to the 2025 Annual Meeting for a purpose germane to the meeting by sending an email to IR@coherus.com, stating the purpose of the request and providing proof of ownership of Company stock.
We have elected to provide our proxy materials to our stockholders over the Internet as permitted by the rules of the U.S. Securities and Exchange Commission, or the SEC. As a result, we are mailing most of our stockholders a paper copy of the Notice of Internet Availability of Proxy Materials, or the Notice, but not a paper copy of our proxy statement and our 2024 Annual Report to Stockholders. The proxy statement and annual report to stockholders are available at https://investors.coherus.com. This process allows us to provide our proxy materials to our stockholders in a timelier and more readily accessible manner, while reducing the environmental impact and lowering the costs of printing and distributing our proxy materials. The Notice contains instructions on how to access those documents over the Internet. The Notice also contains instructions on how to request a paper copy of our proxy materials, including this proxy statement, our 2024 Annual Report to Stockholders and a form of proxy card or voting instruction card. All stockholders who have previously requested a paper copy of our proxy materials will continue to receive a paper copy of the proxy materials by mail.
You are cordially invited to attend the virtual 2025 Annual Meeting via the Internet. Whether or not you plan to attend the 2025 Annual Meeting, please vote as soon as possible. You may vote over the Internet or by a toll-free telephone number. If, however, you requested to receive paper proxy materials, then you may vote by mailing a complete, signed and dated proxy card or voting instruction card in the envelope provided. Please note that any stockholder attending the virtual 2025 Annual Meeting may vote at the meeting, even if the stockholder has already returned a proxy card or voting instruction card.
Our Board of Directors recommends that you vote “FOR” the election of its director nominees, “FOR” the ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm; “FOR” a non-binding, advisory resolution to approve the compensation of our named executive officers; and “FOR” the approval of the ESPP Amendment.
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| | By Order of the Board of Directors: |
| | /s/ Bryan McMichael |
| | Bryan McMichaelChief Financial Officer |
Redwood City, California
April 29, 2025
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.