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Knight Therapeutics Inc. — Proxy Solicitation & Information Statement 2025
Apr 5, 2025
47189_rns_2025-04-04_6ae5b9f0-bdd1-4297-a942-3621c691090f.pdf
Proxy Solicitation & Information Statement
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NOTICE IS HEREBY GIVEN that the Annual General Meeting (the "Meeting") of the shareholders of Knight Therapeutics Inc. (the "Corporation" or the "Company" or "Knight") will be held:
Where:
Virtual-only meeting only via live online audio webcast at https://meetnow.global/MVCNNJF
When:
Wednesday, May 7, 2025, at 9:00 a.m. (Eastern time)
The following items of business will be covered, as more fully described in the accompanying management information circular (the "Information Circular"):
- Receive the audited consolidated financial statements of the Corporation for the financial year ended December 31, 2024, together with the auditors' report thereon;
- Elect the directors of the Corporation for the ensuing year;
- Re-appoint Ernst & Young LLP as auditors of the Corporation and authorize the Board of Directors of the Corporation to fix the auditors' remuneration;
- Consider, and if deemed advisable, approve unallocated rights under the Corporation's employee and director share purchase plan (the "ESPP") for the ensuing three years; and
- Transact such other business as may properly come before the Meeting or any adjournment thereof.
Virtual-only format
The Corporation has elected to hold the Meeting in a virtual-only format via live audio webcast. The Corporation believes this format encourages broader participation from shareholders, regardless of their geographic location, and provides all shareholders with an equal opportunity to engage in the Meeting. We remain committed to encourage promoting shareholder participation and facilitating the exercise by all shareholders of their rights to vote, attend and participate in the Meeting. We believe that the use of technology-enhanced shareholder communications makes the Meeting accessible and engaging for all involved. The platform selected allows all shareholders to attend the Meeting via a single sign-on process, follow deliberations in their preferred language, and ask questions. Shareholders may also submit questions in writing before the Meeting through [email protected]. The Corporation will welcome other opportunities to engage with its shareholders throughout the year, as will be described in the Information Circular.
Registered shareholders and duly appointed proxyholders will be able to attend, submit questions and vote at the Meeting online at https://meetnow.global/MVCNNJF. Non-registered (beneficial) shareholders who have not duly appointed themselves as proxyholder will be able to attend the Meeting as guests, but guests will not be able to vote or submit questions at the Meeting.
Whether or not you are able to virtually attend the Meeting, shareholders are encouraged to vote as soon as possible electronically, by telephone, email or in writing, by following the instructions set out on the form of proxy or voting instruction form, as applicable, which accompanies this Notice of Meeting. Proxies must be received by the Company's transfer agent, Computershare Investor Services Inc. ("Computershare"), at 100 University Avenue, 8th Floor, Toronto, Ontario M5J 2Y1, Attention: Investor Services, Fax: 1-866-249-7775, not later than 9:00 a.m. (Eastern time) on May 5, 2025 (or no later than 48 hours, excluding Saturdays, Sundays and holidays, before any reconvened meeting if the Meeting is adjourned or postponed). The deadline for the deposit of proxies may be waived or extended by the Chair of the Meeting at his or her discretion, without notice.
A French version of the Information Circular is or will be made available under the Corporation's profile on SEDAR+ at www.sedarplus.ca prior to the Meeting. Une version française de la circulaire d'information de la direction sera disponible sous le profil de la société sur SEDAR+ à l'adresse www.sedarplus.ca avant l'assemblée.
Since 2024, the Corporation is required to file an annual report under the Fighting Against Forced Labour and Child Labour in Supply Chains Act (Canada) outlining the steps we have taken to prevent and mitigate the risk of forced labour or child labour within our business and supply chains. The report for the fiscal year ended December 31, 2024 is available on the Company's website at www.knighttx.com and under the Company's profile on SEDAR+ at www.sedarplus.ca.
Montréal, Québec, April 4, 2025
By order of the Board of Directors,
(s) Samira Sakhia
(s) Jonathan Ross Goodman
Samira Sakhia, M.B.A
Jonathan Ross Goodman, B.A., LL.B., M.B.A.
President and Chief Executive Officer
Executive Chairman of the Board of Directors
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