Evolus Inc

DEF 14A 1 eols2024definitiveproxy.htm DEF 14A

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:

EVOLUS, 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):

April 26, 2024

Dear Stockholder:

It is my pleasure to invite you to attend the Annual Meeting of Stockholders of Evolus, Inc. which will be held on June 6, 2024, at 8:00 a.m., Pacific time. This year’s Annual Meeting will be a virtual meeting via live webcast on the Internet. You will be able to attend the Annual Meeting, vote and submit your questions during the meeting by visiting www.virtualshareholdermeeting.com/EOLS2024 and entering the control number included in the Notice of Internet Availability, proxy card or voting instruction form that you receive. You will not be able to attend the Annual Meeting in person.

During the Annual Meeting, stockholders will be asked to consider proposals for (i) election of three Class III directors, (ii) ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2024, (iii) approval of the Evolus, Inc. 2024 Employee Stock Purchase Plan, (iv) approval, on an advisory basis, of the compensation of the Company’s named executive officers, as disclosed in the accompanying Proxy Statement, and (v) approval, on an advisory basis, of the preferred frequency of future stockholder advisory votes on the compensation of the Company’s named executive officers.

These items of business are more fully described in the Proxy Statement accompanying this Notice of Internet Availability.

We are taking advantage of the Securities and Exchange Commission rule that allows us to furnish proxy materials to our stockholders over the Internet. This e-proxy process expedites the delivery of proxy materials to our stockholders, lowers our costs and reduces the environmental impact of the Annual Meeting. Today, we are sending to each of our stockholders who has not elected an alternative means of delivery a Notice of Internet Availability of Proxy Materials containing instructions on how to access our Proxy Statement for the Annual Meeting and our 2023 Annual Report to Stockholders, as well as how to vote via proxy either by telephone or over the Internet. The Notice of Internet Availability of Proxy Materials also contains instructions to allow you to request copies of the proxy materials to be sent to you by mail. Stockholders who have elected to receive copies of our proxy materials delivered via mail or e-mail will be receiving the Proxy Statement, a proxy card and the Annual Report by mail or e-mail, as applicable.

It is important that you vote your shares of common stock at the Annual Meeting or by proxy, regardless of the number of shares you own. You will find the instructions for voting on the Notice of Internet Availability, proxy card or voting instruction form. Please refer to the additional logistical details and recommendations in the accompanying Proxy Statement. You may log-in on the virtual platform beginning at 7:45 a.m. Pacific Time, on June 6, 2024. We appreciate your prompt attention.

The board of directors invites you to attend the Annual Meeting virtually via live webcast so that management can answer your questions. Thank you for your support, and we look forward to the Annual Meeting.

Sincerely,

David Moatazedi

President and Chief Executive Officer

Notice of Annual Meeting of Stockholders

Evolus, Inc., a Delaware corporation (“Evolus”), will hold its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) on June 6, 2024, at 8:00 a.m., Pacific Time. This year’s Annual Meeting will be a virtual meeting via live webcast on the Internet. You will be able to virtually attend the Annual Meeting, vote and submit your questions during the meeting by visiting www.virtualshareholdermeeting.com/EOLS2024 and entering the control number included in the Notice of Internet Availability or proxy card that you receive. You will not be able to attend the Annual Meeting in person.

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

1. Election of David Moatazedi, Vikram Malik, and Karah Parschauer as Class III directors to serve until Evolus’ 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified;

2. Ratification of the appointment of Ernst & Young LLP as Evolus’ independent registered public accounting firm for the year ending December 31, 2024.;

3. Approval of the Evolus, Inc. 2024 Employee Stock Purchase Plan;

4. Approval, on an advisory basis, of the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement accompanying this Notice; and

5. Approval, on an advisory basis, of the preferred frequency of future stockholder advisory votes on the compensation of the Company’s named executive officers.

At the Annual Meeting, we will also consider such other matters as 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 11, 2024 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.

Whether or not you expect to attend the Annual Meeting via live webcast, please submit a proxy as soon as possible to instruct how your shares are to be voted at the Annual Meeting. A stockholder may submit a proxy by following the instructions set forth on the Notice of Internet Availability or proxy card.

If you participate in and vote your shares at the Annual Meeting, your previous proxy, if any, will not be used. If you are a beneficial owner of your shares, you should have received a voting instruction form from the broker, bank or other nominee holding your shares. You should follow the instructions in the voting instruction form provided by your broker, bank or other nominee in order to instruct your broker, bank or other nominee on how to vote your shares.

A list of all stockholders entitled to vote at the Annual Meeting will be available for examination at our principal executive offices at 520 Newport Center Drive, Suite 1200, Newport Beach, California 92660, for ten days before the Annual Meeting, and during the Annual Meeting such list will be available for examination at www.virtualshareholdermeeting.com/EOLS2024 by using the control number on your Notice of Internet Availability, proxy card or voting instruction form.

On behalf of the board of directors,

David Moatazedi

President and Chief Executive Officer

Newport Beach, California

April 26, 2024

Important Notice Regarding Availability of Proxy Materials for Annual Meeting to be Held on June 6, 2024, at 8:00 a.m., Pacific Time at www.virtualshareholdermeeting.com/EOLS2024:Evolus’ Notice of Annual Meeting of Stockholders, Proxy Statement and2023 Annual Report to Stockholders are available at www.proxyvote.com.

Proxy Statement dated April 26, 2024

2024 Annual Meeting of Stockholders

Evolus, Inc., a Delaware corporation (“Evolus,” the “Company” or “we”), is furnishing this Proxy Statement and related proxy materials in connection with the solicitation by its board of directors of proxies to be voted at its 2024 Annual Meeting of Stockholders (the “Annual Meeting”) and any postponement or adjournment thereof. Evolus is providing these materials to the holders of record of its common stock, $0.00001 par value per share, as of the close of business on the record date of April 11, 2024 (“Record Date”) and is first mailing the materials on or about April 26, 2024.

The Annual Meeting is scheduled to be held as follows:

You will not be able to attend the Annual Meeting in person.

Your vote is important.

Please see the detailed information that follows in the Proxy Statement.

Website References

Throughout this Proxy Statement, we make references to additional information available on our corporate website at investors.evolus.com. All references to our website are provided for convenience only and the content on our website does not constitute a part of this Proxy Statement and is not deemed incorporated by reference into this Proxy Statement or any other public filing made with the SEC.