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CELLECTIS ANNUAL SHAREHOLDERS MEETING June 28. 2024 VOTE RESULTS Ordinary Resolutions NB Resolution Result For Against Vote whithhold Total votes Shares represented by the votes cast Percentage of the share capital repre

Key Takeaway: Cellectis held its annual shareholders meeting on June 28, 2024, where all proposed ordinary and extraordinary resolutions were overwhelmingly approved. The financial statements for the year ending December 31, 2023, received near-unanimous support from shareholders. Noteworthy approvals included the delegation of authority for potential capital increases and the renewal of board members, indicating confidence in the company's direction and governance. The meeting illustrated strong shareholder engagement and a commitment to future growth initiatives.

Market Sentiment Analysis

POSITIVE FACTORS

  • High approval rates for all ordinary and extraordinary resolutions.
  • Shareholders showed strong support for the financial performance of Cellectis.
  • The ability to increase capital through various mechanisms is seen as a positive step for future financing.

Full Press Release Details

CELLECTIS ANNUAL SHAREHOLDERS MEETING June 28. 2024
Ordinary Resolutions
NB Resolution Result For Against Vote whithhold Total votes Shares represented by the votes cast Percentage of the share capital represented by the votes cast Out of voting rights Null voting rights Quorum
Votes % Votes % Votes %
1 approval of the annual financial statements for the financial year ended December 31,2023
1 carried 45 182 051 99.60 % 179 689 0.40 % 17 048 45 361 740 40 493 776 40.455 % 0 0 40.455 %
2 approval of the consolidated financial statements for the financial year ended December 31, 2023
2 carried 45 164 516 99.60 % 180 689 0.40 % 33 583 45 345 205 40 493 776 40.455 % 0 0 40.455 %
3 allocation of the results for the financial year ended December 31,2023
3 carried 45 178 716 99.60 % 180 489 0.40 % 19 583 45 359 205 40 493 776 40.455 % 0 0 40.455 %
4 allocation of losses carried forward to the share premium account
4 carried 45 070 113 99.36 % 288 592 0.64 % 20 083 45 358 705 40 493 776 40.455 % 0 0 40.455 %
5 review of the agreements considered in articles L. 225-38 et seq. of the French Commercial Code (financing agreement with Bpifrance)
5 carried 36 404 916 99.45 % 201 042 0.55 % 20 083 36 605 958 34 620 529 34.588 % 8 752 747 0 40.455 %
CELLECTIS ANNUAL SHAREHOLDERS MEETING June 28, 2024
NB Resolution Result For Against Vote whithhold Total votes Shares represented by the votes cast Percentage of the share capital represented by the votes cast Out of voting rights Null voting rights Quorum
Votes % Votes % Votes %
6 review of the agreements considered in articles L. 225-38 et seq. of the French Commercial Code (subsidy and repayable advance agreement with Bpifrance)
6 carried 36 402 945 99.45 % 203 013 0.55 % 20 083 36 605 958 34 620 529 34.588 % 8 752 747 0 40.455 %
7 renewal of the appointment of Mr. Andr Choulika as a member of the board of directors
7 carried 44 631 510 98.39 % 729 346 1.61 % 17 932 45 360 856 40 493 776 40.455 % 0 0 40.455 %
8 renewal of the appointment of Mr. David Sourdive as a member of the board of directors
8 carried 43 090 151 94.99 % 2 270 705 5.01 % 17 932 45 360 856 40 493 776 40.455 % 0 0 40.455 %
9 renewal of the appointment of J.M.H. Conseil as statutory auditor
9 carried 33 583 149 76.76 % 10 169 651 23.24 % 1 625 988 43 752 800 40 493 776 40.455 % 0 0 40.455 %
10 appointment of KPMG as statutory auditor
10 carried 45 156 134 99.55 % 204 746 0.45 % 17 908 45 360 880 40 493 776 40.455 % 0 0 40.455 %
11 authorization to the Board of Directors to buy back shares of the Company
11 carried 44 846 482 98.87 % 514 375 1.13 % 17 931 45 360 857 40 493 776 40.455 % 0 0 40.455 %
12 authorization to be granted to the Board of Directors to reduce the share capital by cancelling shares under the authorization for to buy back its own shares
12 carried 45 052 759 99.33 % 305 495 0.67 % 20 534 45 358 254 40 493 776 40.455 % 0 0 40.455 %
CELLECTIS ANNUAL SHAREHOLDERS MEETING June 28, 2024
Extraordinary Resolutions
N R solution R sultat Pour Contre Abstention Total des voix prises en compte Actions repr sent es par les voix exprim es Proportion du capital social repr sent par les voix exprim es Voix exclues Voix nulles Quorum
Votes % Votes % Votes %
13 up-date of Article 24 of the articles of association Loss of one half of share capital in order to comply with legal provisions
13 carried 45 151 875 99.55 % 206 370 0.45 % 20 543 45 358 245 40 493 776 40.455 % 0 0 40.455 %
14 delegation of authority to be granted to the Board of Directors to increase the share capital immediately or in the future by issuing ordinary shares and/or any securities. with cancellation of shareholders preferential subscription rights in favor of the European Investment Bank or of other entities that may succeed EIB. according to any finance agreement entered or be entered
14 carried 43 926 971 96.87 % 1 418 183 3.13 % 33 634 45 345 154 40 493 776 40.455 % 0 0 40.455 %
15 delegation of authority to be granted to the Board of Directors to increase the share capital immediately or in the future by issuing ordinary shares and/or any securities, with cancellation of shareholders preferential subscription rights in favor of a category of persons meeting specified characteristics (investors with experience in the health or biotech sector)
15 carried 44 978 073 99.16 % 381 081 0.84 % 19 634 45 359 154 40 493 776 40.455 % 0 0 40.455 %
16 delegation of authority to be granted to the Board of Directors to increase the share capital immediately or in the future by issuing ordinary shares or any securities. with cancellation of shareholders preferential subscription rights in favor of a category of persons meeting specified characteristics (credit institutions. investment services providers or members of an investment pool guaranteeing the completion of the considered issue)
16 carried 44 971 324 99.14 % 388 551 0.86 % 18 913 45 359 875 40 493 776 40.455 % 0 0 40.455 %
17 delegation of authority to be granted to the Board of Directors to increase the share capital immediately or in the future by issuing ordinary shares or any other securities, with cancellation of shareholders preferential subscription rights in favor of a category of persons meeting specified characteristics (industrial companies. institutions or entities active in the health or biotechnology sector)
17 carried 44 957 300 99.14 % 388 511 0.86 % 32 977 45 345 811 40 493 776 40.455 % 0 0 40.455 %
CELLECTIS ANNUAL SHAREHOLDERS MEETING June 28, 2024
N R solution R sultat Pour Contre Abstention Total des voix prises en compte Actions repr sent es par les voix exprim es Proportion du capital social repr sent par les voix exprim es Voix exclues Voix nulles Quorum
Votes % Votes % Votes %
18 delegation of authority to be granted to the Board of Directors to increase the capital by issuing ordinary shares or any other securities with cancellation of shareholders preferential subscription rights in favor of a category of persons meeting specified characteristics the framework of an equity or bond financing agreement
18 carried 44 971 364 99.14 % 388 511 0.86 % 18 913 45 359 875 40 493 776 40.455 % 0 0 40.455 %
19 delegation of authority to be granted to the Board of Directors to decide on the issuance of ordinary shares to be issued immediately or in the future by the Company. with cancellation of the shareholders preferential subscription rights, to the benefit of a category of persons meeting specified characteristics within the framework of an equity financing program on the American market known as At-the-market or ATM
19 carried 44 957 603 99.14 % 388 511 0.86 % 32 674 45 346 114 40 493 776 40.455 % 0 0 40.455 %
20 delegation of authority to be granted to the Board of Directors to immediately or in the future increase the share capital by issuing ordinary shares or any other securities giving access to the share capital. with the shareholders preferential subscription rights maintained
20 carried 45 029 850 99.28 % 328 304 0.72 % 20 634 45 358 154 40 493 776 40.455 % 0 0 40.455 %
21 delegation of authority to be granted to the Board of Directors to increase the capital immediately or in the future through the issue of ordinary shares or any securities, with cancellation of the shareholders pre-emptive subscription rights by way of a public offering (other than the offers referred to in paragraph 1 of Article L. 411-2 of the French Monetary and Financial Code)
21 carried 44 971 727 99.15 % 387 411 0.85 % 19 650 45 359 138 40 493 776 40.455 % 0 0 40.455 %
22 delegation of authority to be granted to the Board of Directors to increase the capital immediately or in the future through the issue of ordinary shares or any securities, with cancellation of pre-emptive subscription rights by way of an offering referred to in paragraph 1 of Article L. 411-2 of the French Monetary and Financial Code
22 carried 44 957 703 99.11 % 401 451 0.89 % 19 634 45 359 154 40 493 776 40.455 % 0 0 40.455 %
23 delegation of authority to be granted to the Board of Directors to increase the amount of each of the issues with or without pre-emptive subscription rights which will be decided pursuant to the above delegations
23 carried 44 981 679 99.17 % 377 478 0.83 % 19 631 45 359 157 40 493 776 40.455 % 0 0 40.455 %
CELLECTIS ANNUAL SHAREHOLDERS MEETING June 28, 2024
N R solution R sultat Pour Contre Abstention Total des voix prises en compte Actions repr sent es par les voix exprim es Proportion du capital social repr sent par les voix exprim es Voix exclues Voix nulles Quorum
Votes % Votes % Votes %
24 determination of the total amount of the capital increases that may be carried out under the aforementioned delegations (excluding the share capital increase with upholding of the shareholders preferential subscription rights and the share capital increase in favor of the European Investment Bank or of other entities that may succeed EIB. according to any finance agreement)
24 carried 45 149 182 99.54 % 209 972 0.46 % 19 634 45 359 154 40 493 776 40.455 % 0 0 40.455 %
25 delegation of authority to be granted to the board of directors to increase the capital by incorporation of premiums. reserves. profits or other
25 carried 45 115 130 99.46 % 244 026 0.54 % 19 632 45 359 156 40 493 776 40.455 % 0 0 40.455 %
26 authorization to be granted to the Board of Directors to grant options to subscribe for or purchase ordinary shares in the Company, entailing a waiver by the shareholders of their preferential subscription rights
26 carried 35 196 342 96.19 % 1 395 967 3.81 % 8 786 479 36 592 309 40 493 776 40.455 % 0 0 40.455 %
27 authorization to be granted to the Board of Directors to proceed with free allocations of ordinary shares of the Company, to the benefit of employees and/or corporate officers of the Company and its subsidiaries, entailing the waiver by the shareholders of their preferential subscription rights
27 carried 35 243 114 96.28 % 1 363 293 3.72 % 8 772 381 36 606 407 40 493 776 40.455 % 0 0 40.455 %
28 determination of the total amount of the capital increases that may be carried out by virtue of the aforementioned authorization to grant options to subscribe for or purchase shares and the aforementioned authorization to grant free shares
28 carried 45 137 900 99.51 % 221 154 0.49 % 19 734 45 359 054 40 493 776 40.455 % 0 0 40.455 %
29 delegation of authority to be granted to the Board of Directors for the purpose of carrying out a capital increase whose subscription will be reserved for members of a company savings plan established pursuant to Articles L. 3332-1 et seq. of the Labor Code
29 rejected 9 064 329 19.99 % 36 287 053 80.01 % 27 406 45 351 382 40 493 776 40.455 % 0 0 40.455 %

Frequently Asked Questions

When is the Cellectis Annual Shareholders Meeting scheduled?

The Cellectis Annual Shareholders Meeting is scheduled for June 28, 2024.

What resolutions were approved during the meeting?

All ordinary and extraordinary resolutions presented were carried successfully.

Who were reappointed to the board of directors?

Mr. Andr Choulika and Mr. David Sourdive were reappointed to the board.

What percentage represented the shares voted?

The votes cast represented 40.455% of the share capital.

Was there a vote to buy back shares?

Yes, authorization was granted for the Board to buy back company shares.

Last updated: Jun 28, 2024