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EXICURE INC

For the period ended Dec 31, 2023. Filed Jun 11, 2024.

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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.

Dec 31, 2023 · Filed Jun 11, 2024

XCUR$0.95+6.7%Stored close · as of Nov 6, 2026
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DEF 14A 1 exicureproxy2024.htm DEF 14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(RULE 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant þ
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))
þDefinitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material Pursuant to §240.14a-12

Exicure, 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):
þNo 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.

Exicure, Inc.

2430 N. Halsted Street

Chicago, Illinois 60614

NOTICE OF COMBINED 2024 AND 2023 ANNUAL MEETING

OF STOCKHOLDERS TO BE HELD ON FRIDAY, JUNE 28, 2024

To the stockholders of Exicure, Inc.:

NOTICE IS HEREBY GIVEN that the combined 2024 and 2023 Annual Meeting of Stockholders (the “Annual Meeting”) of Exicure, Inc., a Delaware corporation (the “Company”), will be held virtually and exclusively online via a live audio-only webcast on Friday, June 28, 2024, at 9:00 a.m., Central Time. Since the Company did not hold a 2023 Annual Meeting of Stockholders, the Annual Meeting will act as a combined meeting for 2024 and 2023. The Annual Meeting is being held for the following purposes:

  1. To elect the two (2) nominees for Class III directors named in the accompanying proxy statement (the “Proxy Statement”) to hold office until the 2026 Annual Meeting of Stockholders or until their successors are duly elected and qualified and the two (2) nominees for Class I directors named in the Proxy Statement to hold office until the 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified;

  2. To ratify the selection by the Audit Committee of the Board of Directors of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024;

  3. To approve, on an advisory basis, executive compensation;

  4. To vote on an advisory proposal on the frequency of the advisory approval of executive compensation; and

  5. To conduct any other business properly brought before the Annual Meeting or any adjournments or postponements thereof.

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

You will be able to attend the Annual Meeting online, submit your questions during the Annual Meeting and vote your shares electronically during the meeting by visiting www.virtualshareholdermeeting.com/XCUR2024. Because the Annual Meeting is being conducted electronically, you will not be able to attend the Annual Meeting in person.

The record date for the Annual Meeting is May 15, 2024. Only stockholders of record at the close of business on that date may vote at the Annual Meeting or any adjournments or postponements thereof. To participate in and vote at the Annual Meeting, stockholders will need the unique 16-digit control number (printed in the box marked by the arrow) on their proxy card. A list of stockholders as of the record date will be accessible electronically during the Annual Meeting atwww.virtualshareholdermeeting.com/XCUR2024 when you enter your 16-digit control number.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 28, 2024:

This Notice, the Proxy Statement and our 2023 Annual Report to Stockholders are available atwww.virtualshareholdermeeting.com/XCUR2024.

Your vote is very important. Whether or not you attend the Annual Meeting virtually, it is important that your shares be represented. You may vote your proxy by telephone or through the Internet, or by completing and returning the proxy card mailed to you. Voting instructions are provided in the accompanying Proxy Statement. If you participate virtually in the Annual Meeting, you may vote at that time, even if you previously submitted your vote. Even if you plan to participate in the Annual Meeting, we urge you to vote as soon as possible over the Internet, by telephone or by mail as described in the Proxy Statement.

By Order of the Board of Directors,

/s/Paul Kang________________

Paul Kang

Chief Executive Officer and President

Chicago, Illinois

June 11, 2024

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