Altimmune, Inc. | Board Equity Commitment Policy During ATM Offerings at Altimmune, Inc.

Status
Omitted
AGM date
Resolution details
Lead filer
Individual
Resolution ask
Adopt or amend a policy
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Filer type
Shareholder
Company HQ country
United States
Resolved clause
That the shareholders of Altimmune, Inc. request that the Board of Directors adopt a formal policy requiring that, whenever the Company initiates, re-activates, or materially expands an At-the-Market (“ATM”) equity offering program, the members of the Board of Directors collectively purchase a to-be-determined minimum number of Altimmune common shares in the open market as a group. The aggregate dollar amount or number of shares to be purchased shall be determined and approved by the Board prior to any ATM activity and publicly disclosed within the same quarter in which ATM sales occur.
Supporting statement
At-the-Market offerings are a useful financing tool that allow Altimmune to access capital opportunistically. However, these offerings also increase the Company’s outstanding share count and can dilute existing shareholders. Requiring the Board to purchase a meaningful number of Altimmune shares concurrent with each ATM activation would: • Demonstrate alignment with shareholders during dilution events; • Reinforce market confidence in Altimmune’s long-term value; • Signal that directors share investors’ conviction in the Company’s prospects; and • Establish transparent, repeatable accountability each time management elects to raise capital through an ATM. The policy would operate within all applicable insider-trading laws, corporate blackout policies, and securities-law restrictions. Directors’ open-market purchases would be reported through Form 4 filings and summarized in the Company’s next periodic report. This commitment would strengthen governance and credibility with investors, ensuring that each ATM program is accompanied by visible, aligned participation from Altimmune’s leadership

DISCLAIMER: By including a shareholder resolution or management proposal in this database, neither the PRI nor the sponsor of the resolution or proposal is seeking authority to act as proxy for any shareholder; shareholders should vote their proxies in accordance with their own policies and requirements.

Any voting recommendations set forth in the descriptions of the resolutions and management proposals included in this database are made by the sponsors of those resolutions and proposals, and do not represent the views of the PRI.

Information on the shareholder resolutions, management proposals and votes in this database have been obtained from sources that are believed to be reliable, but the PRI does not represent that it is accurate, complete, or up-to-date, including information relating to resolutions and management proposals, other signatories’ vote pre-declarations (including voting rationales), or the current status of a resolution or proposal. You should consult companies’ proxy statements for complete information on all matters to be voted on at a meeting.