SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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☐			Soliciting Material under § 240.14a-12

Cytokinetics, Incorporated

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

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TABLE OF CONTENTS

Notice of Annual Meeting of Stockholders

To Be Held May 15, 2024

To the Stockholders:

NOTICE IS HEREBY GIVEN that the Annual Meeting of Stockholders of Cytokinetics, Incorporated, a Delaware corporation (the “Company”), will be held on Wednesday, May 15, 2024, at 10:00 a.m. local time at our headquarters, 350 Oyster Point Blvd., South San Francisco, CA 94080, for the following purposes:

	1			To elect the Board of Directors’ nominees, Robert I. Blum and Robert A. Harrington, as Class II Directors, each to serve for a three-year term and until their successors are duly elected and qualified;
	2			To approve the amendment and restatement of the Company’s Amended and Restated 2015 Employee Stock Purchase Plan to increase the number of authorized shares reserved for issuance under such plan by 300,000 shares of common stock;
	3			To ratify the appointment by the Audit Committee of the Board of Directors of Ernst & Young LLP as the Company’s independent registered p

SEC Form DEF 14A filed by Cytokinetics Incorporated