SEC Form DEFA14A filed by Sana Biotechnology Inc.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
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 under §240.14a-12 |
SANA BIOTECHNOLOGY, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | 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 |
P.O. BOX 8016, CARY, NC 27512-9903 Proxy Statement Materials: & Annual Notice Report of Annual Meeting and Proxy Important Notice Regarding the Availability of Proxy Materials Annual Meeting of Stockholders to be held on Sana Biotechnology, Inc. June 5, 2025 at 9:00 AM, Pacific Time Annual Meeting of Stockholders For stockholders of record as of April 7, 2025 Thursday, June 5, 2025 at 9:00 AM, Pacific Time To order a paper or email copy of the proxy The Annual Meeting will be a virtual meeting conducted via live audio webcast. Please visit www.proxydocs.com/SANA for registration details. materials, use one of the following methods by May 23, 2025 at 2:00 PM, Pacific Time. You must register at www.proxydocs.com/SANA in order to attend and participate in the Annual Meeting online. For a convenient way to view proxy materials, VOTE, and obtain information on how to attend and participate in the Annual Meeting, Internet: go to www.proxydocs.com/SANA. www.investorelections.com/SANA To vote your proxy while visiting this website, you will need the 12-digit control number in the box below. Call: 1-866-648-8133 This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. This is not a ballot. You cannot use this notice to vote your shares. We encourage you to access and review all of the important information contained in the proxy materials before voting. Under United States Securities and Exchange Commission rules, proxy materials do not have Email: [email protected] to be delivered in paper. Proxy materials can be distributed by making them available on the Internet. * If requesting materials by email, please send a blank email with the 12-digit control number (located in the box below) in the subject line. No other requests, instructions or inquiries should be included in your You may request a paper or email copy of the proxy materials. There is no charge to you for requesting a copy. In order to receive a paper or email copy of the proxy materials in time for email. this year’s meeting, you must request a copy on or before May 23, 2025 at 2:00 PM, Pacific Your control number Time, using one of the methods described to the right. Unless requested, you will not otherwise receive a paper or email copy of the proxy materials. Have the 12-digit control number located in the box above available when registering to attend the Annual Meeting, voting online, and requesting SEE REVERSE FOR FULL AGENDA proxy materials using the methods described above. Copyright © 2025 BetaNXT, Inc. or its affiliates. All Rights Reserved
Sana Biotechnology, Inc. Annual Meeting of Stockholders THE BOARD OF DIRECTORS RECOMMENDS A VOTE: FOR each nominee for election for Proposal 1 and FOR Proposal 2. PROPOSAL 1. To elect four Class I directors to our Board of Directors, each to serve for a three-year term expiring at the 2028 annual meeting of stockholders or until his or her respective successor is duly elected and qualified. The nominees for election are: 1.01 Steven D. Harr, M.D. 1.02 Robert L. Rosiello 1.03 Michelle Seitz, CFA 1.04 Patrick Y. Yang, Ph.D. 2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025. NOTE: Stockholders will also consider and act upon any other matters which may properly come before the Annual Meeting or any adjournment or postponement thereof. The named proxies are authorized to vote in their discretion upon such other business as may properly come before the Annual Meeting or any adjournment or postponement thereof. Our Board of Directors is not aware of any other business to be presented to a vote of the stockholders at the Annual Meeting.