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

Filed by the Registrant ☒

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))

☒		Definitive Proxy Statement

		Definitive Additional Materials

		Soliciting Material Pursuant to §240.14a-12

CALCIMEDICA, INC.

(Name of Registrant as Specified In Its Charter)

N/A

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):


☒		No 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

CALCIMEDICA, INC.

505 Coast Boulevard South, Suite 307

La Jolla, Ca 92037

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

To Be Held Tuesday, June 24, 2025

To Our Stockholders:

NOTICE IS HEREBY GIVEN that the 2025 Annual Meeting of Stockholders (the “2025 Annual Meeting”) of CalciMedica, Inc. (the “Company”) will be held via a virtual meeting. You will be able to participate in the 2025 Annual Meeting and vote via live webcast by visiting www.proxydocs.com/CALC on Tuesday, June 24, 2025 at 9:00 a.m. (Pacific Time). We believe that a virtual stockholder meeting provides greater access to those who may want to attend, and therefore we have chosen this over an in-person meeting. It is important that you retain a copy of the 12 digit control number found on the Notice of Internet Availability of Proxy Materials, proxy card or voting instruction form, as such number will be required in order for stockholders to gain access to the 2025 Annual Meeting.

We are holding the 2025 Annual Meeting for the following purposes, which are more fully described in the accompanying proxy statement:

1. To elect three Class II directors, each to serve a three-year term through the 2028 annual meeting of stockholders following this meeting and until a successor has been elected and qualified or until earlier resignation or removal.

2. To ratify the appointment of Moss Adams LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025.

3. To approve an amendment to the CalciMedica, Inc. Amended 2023 Equity Incentive Plan (the “2023 Plan”), to, among other things, increase the number of shares of our common stock authorized for issuance under the 2023 Plan by 600,000 shares.

In addition, stockholders may be asked to consider and vote upon such other business as may properly come before the 2025 Annual Meeting or any adjournment or postponement thereof.

Only stockholders of record at the close of business on April 28, 2025 (the “Record Date”) are entitled to receive notice of, and to vote at, the 2025 Annual Meeting and any adjournments thereof.

Your vote as a stockholder of the Company is very important. Each share of common stock that you own represents one vote.

Whether or not you expect to attend the 2025 Annual Meeting, we encourage you to read the proxy statement and vote through the internet or by telephone, or to request, sign and return your proxy card as soon as possible, so that your shares may be represented at the 2025 Annual Meeting. For specific instructions on how to vote your shares, please refer to the section entitled “General Proxy Information” in the proxy statement.

By Order of the Board of Directors,

A. Rachel Leheny, Ph.D.

Chief Executive Officer

La Jolla, California

April 29, 2025

     Important Notice Regarding the Availability of Proxy Materials for the virtual Annual Meeting of Stockholders to be held on June 24, 2025: the Proxy Statement and our 2024 Annual Report on Form 10-K are available at www.proxydocs.com/CALC.

    

TABLE OF CONTENTS


		Page

EXPLANATORY NOTE		2

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS		3

INFORMATION ABOUT SOLICITATION AND VOTING		4

GENERAL INFORMATION ABOUT THE ANNUAL MEETING		4

GENERAL PROXY INFORMATION		5

BOARD OF DIRECTORS AND COMMITTEES OF THE BOARD OF DIRECTORS; CORPORATE GOVERNANCE STANDARDS AND DIRECTOR INDEPENDENCE		8

PROPOSAL NO. 1 ELECTION OF CLASS II DIRECTORS		13

PROPOSAL NO. 2 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM		19

REPORT OF THE AUDIT COMMITTEE		21

SEC Form DEF 14A filed by CalciMedica Inc.