Karyopharm Therapeutics Inc. (KPTI)
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AGM 2024

May 29, 2024

Operator

Welcome to the Karyopharm Therapeutics 2024 Annual Meeting of Stockholders. I'd like to now turn the call over to the company's President and Chief Executive Officer, Richard Paulson. Richard?

Richard Paulson
President and CEO, Karyopharm Therapeutics

Thank you, operator, and good morning, everyone. As the operator mentioned, my name is Richard Paulson, President, CEO, and Director of Karyopharm Therapeutics. I would like to welcome you to Karyopharm's 2024 Annual Meeting of Stockholders. We are holding our annual meeting in virtual format, and we welcome you to this live webcast. We have designed this meeting to provide stockholders the same rights and opportunities to participate as they would at an in-person meeting. It is now 9:00 A.M. Eastern Time on May 29, 2024, and I call this meeting to order. I will be serving as Chair of today's meeting, and I have asked Mike Mano, our General Counsel, to act as Secretary and Inspector of Election for purposes of this meeting. Earlier today, Mr. Mano took the oath of Inspector of Election, which will be filed with the minutes of the meeting.

In addition to Michael Mano, we also have with us today members of our Board of Directors, Michael Mason, our Chief Financial Officer, and Elhan Webb, our Senior Vice President of Investor Relations. Also joining us are Jason Kropp of WilmerHale, our outside legal counsel, and Victoria Forward of Ernst & Young, our independent registered public accounting firm, who will be available during the question and answer session after the meeting to respond to any appropriate questions. In order to conduct an orderly meeting, we have asked that participants abide by the rules of conduct and procedures, which can be found on the bottom right of the screen and which include information about participating in the meeting, including asking questions.

If you logged on to this meeting as a stockholder, you can submit your question online during the meeting by going to the Ask a Question area on the lower left side of the screen, selecting a question topic from the dropdown menu, and typing your question where it states, "Enter question," and then clicking the Submit tab. Questions pertaining to a particular proposal must be submitted online before the polls are closed. All other questions can be submitted online at any time during the meeting and will be addressed, subject to time constraints and appropriateness of subject matter, following the formal meeting and business of the meeting.

Please note that various remarks that we may make about future expectations, plans, and prospects for the company constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, including those discussed in the Risk Factors section of our most recent quarterly report on Form 10-Q, which is on file with the SEC. In addition, these forward-looking statements represent the company's expectations only as of today. While the company may elect to update these forward-looking statements, it specifically disclaims any obligation to do so. Any forward-looking statements should not be relied upon as representing the company's expectations or views as of any date subsequent to today.

The Secretary has informed me that he has received an affidavit from the company's proxy advisor, Broadridge Financial Solutions, certifying that the notice of the annual meeting and proxy statement were sent to all stockholders of record as of April 4, 2024. A copy of which will be included in the minutes of this meeting. Our first order of business at this meeting is to determine whether the shares represented at this meeting, either in person, via this virtual meeting, or by proxy, are sufficient to constitute a quorum for the purpose of transacting business. Holders of 116,465,736 shares of common stock are entitled to a vote at this meeting.

The Inspector of Election has informed me that more than a majority in voting power of the shares of common stock issued and outstanding and entitled to vote at this meeting are present in person, virtually, or represented by proxy. Thereby, I hereby declare that a quorum exists. Now, I will present the matters to be voted upon. There are six matters to be voted on today as set forth in the company's proxy statement, which was mailed on or about April 19, 2024, to all of our stockholders of record as of the close of business on April 4, 2024. Proposal 1 is the election of three Class II directors to serve until the 2027 annual meeting of stockholders and until their resignation or removal, or until their successors are duly elected and qualified.

The nominees for election are Deepa Pakianathan, myself, Richard Paulson, and Chen Schor. Proposal 2 is the approval of an amendment to the Karyopharm Therapeutics, Inc. 2022 Equity Incentive Plan, as amended, to increase the number of shares of our common stock available for issuance thereunder by 6 million shares. Proposal 3 is the approval of an amendment to the Karyopharm Therapeutics, Inc. amended and restated 2013 employee stock purchase plan to increase the number of our shares of common stock available for issuance thereunder by 5 million shares. Proposal 4 is the approval of a one-time stock option exchange program for non-executive officer employees. Proposal 5 is the approval on an advisory basis of the compensation of our named executive officers as described in the proxy statement.

Proposal 6 is the ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024. Are there any questions on the proposals?

Mike Mano
General Counsel, Karyopharm Therapeutics

Richard, there are no questions submitted related to the proposals.

Richard Paulson
President and CEO, Karyopharm Therapeutics

Thank you, Mike. So seeing no questions, we'll move on to voting on the proposals. It is now 9:07 A.M. Eastern Time, and the polls are now open for each matter to be voted upon today. Any stockholder who hasn't yet voted or has previously voted by proxy and wishes to change their vote, may do so by clicking on the voting button on the virtual meeting website and following the instructions. Stockholders who have sent in proxies or voted via telephone or internet and do not want to change their vote, do not need to take any further action. I will pause briefly to allow stockholders to submit any final votes. Now that everyone has had the opportunity to vote, that concludes the voting on the proposals set forth in the proxy statement.

It is now 9:08 A.M. Eastern Time, and I declare the polls closed for each matter to be voted on at this meeting. The Inspector of Election has informed me that based on the preliminary voting results, all of the nominees for director have been elected as a Class II director. The amendment to the Karyopharm Therapeutics, Inc. 2022 Equity Incentive Plan, as amended, to increase the number of shares of our common stock available for issuance thereunder by 6 million shares, has been approved. The amendment to the Karyopharm Therapeutics, Inc. amended and restated 2013 Employee Stock Purchase Plan to increase the number of shares of our common stock available for issuance thereunder by 5 million shares, has been approved. A one-time stock option exchange program for non-executive officer employees has been approved.

The advisory resolution approving the compensation of our named executive officers has been approved, and the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ended December 31, 2024, has been ratified. The final vote results will be included in the Form 8-K that will be filed within 4 business days after this meeting. I'd like to thank our shareholders for participating in the vote and continuing to support Karyopharm as we execute on our mission to dramatically improve patients' lives and defeat cancer. As there is no further business to come before the meeting, I declare the formal part of this meeting adjourned. We will now use our remaining available time to answer appropriate questions from stockholders.

As a reminder, if you would like to submit a question online, please do so by going to the Ask a Question area on the lower left side of the screen, selecting a question topic from the dropdown menu, typing your question where it states: Enter question, and clicking the Submit tab. Our rules of conduct limit each stockholder to one question, which should be succinct and should cover only one topic. Questions from multiple stockholders on the same topic or that are otherwise related, may be grouped, summarized, and answered together. We will briefly pause to review the questions.

Mike Mano
General Counsel, Karyopharm Therapeutics

... Richard, we've received questions. I will now read the questions in no particular order. We start with Kathleen Komatinsky: Given the growing positive data for selinexor in endometrial cancer and recent advisory committee support for subgroup benefits,... Why isn't Karyopharm seeking accelerated approval, given that a confirmatory trial is well underway and could read out around final decision? Karyopharm is addressing the typical things with a confirmatory trial underway, targeting dose optimization, and can clearly define the targeted subgroup.

Richard Paulson
President and CEO, Karyopharm Therapeutics

Yeah, thank you for the question, and a very important question for us as we're very focused on committed to bringing selinexor to patients in need in endometrial cancer, as there still continues to be, you know, significant opportunity to improve patient outcomes. I think as we've consistently stated at this point, the path to registration for selinexor in endometrial cancer is really through our XPORT-EC phase III clinical trial. Now, the SIENDO trial has produced remarkable data in the exploratory TP53 wild-type patient subgroup. And I think as we all recognize, this data has really generated a lot of excitement and support for the XPORT-EC trial, which is moving forward well. However, it's important to note that SIENDO was not designed to study selinexor in the TP53 wild-type population.

And critically, you know, SIENDO did not include, nor is there an existing approved TP53 biomarker companion diagnostic. And furthermore, SIENDO did not show clinically meaningful benefit for the entire ITT patient population. Rather, you know, the SIENDO results produced a remarkable signal indicating TP53 wild-type patients may benefit greatly from selinexor, whereas patients who are not in the TP53 wild-type population do not. So after a review of the SIENDO data and discussions with KOLs and productive engagement with the FDA, we concluded that the fastest and most effective path to registration is through the XPORT-EC trial, and we look forward to our planned data readout next year, and also look forward to sharing some upcoming updated data from the SIENDO trial this weekend at ASCO.

Mike Mano
General Counsel, Karyopharm Therapeutics

The next question comes from Sean Komatinsky. What is Karyopharm going to do differently to drive shareholder value, as the current strategy execution, additional data, and the debt deal do not appear to be driving confidence with shareholders?

Richard Paulson
President and CEO, Karyopharm Therapeutics

Yeah, thank you for the question. You know, and myself, ourselves, all of us understand and share the frustration with many of you as shareholders, with our stock performance and with our recognized value. We are all professionally and personally invested in success of Karyopharm, as all of you are, and very much wanna see our business succeed in the interest of patients, in the interest of creating value, and in the interest of our shareholders and employees. You know, the management team at Karyopharm is working tirelessly toward achieving this goal. We're working every day to create long-term shareholders value by progressing our three ongoing phase III clinical trials, as well as focusing on the continued increase of our net product revenues, you know, despite never changing an extremely competitive myeloma market.

I think we have demonstrated significant progress on our efforts to really focus our pipeline, prioritizing cancers with high unmet need and high probability of success. And it's our top priority to advance these late-stage pipeline programs and trials with the potential to really enhance and create new standards of care for patients, and that, we believe, will create significant value creation opportunities for shareholders. As we move forward and as we've shared, we believe in each of these areas, looking at the totality of potential for selinexor, XPOVIO in multiple myeloma, endometrial cancer, and myelofibrosis, you know, selinexor has the potential to be, you know, a $2 billion asset, and really benefit a significant number of patients, which we believe will create significant value for shareholders.

Mike Mano
General Counsel, Karyopharm Therapeutics

The next question comes from William Long: Given the size of this board, now eight, historically seven, with many members of the board for multiple terms and a historically low valuation, multiple trial delays on the watch of all members, I don't see engagement from the directors to voice support and confidence in the process of the three ongoing phase III trials. My question is, with accountability in consideration, what is the value proposition to have eight directors at the present time?

Richard Paulson
President and CEO, Karyopharm Therapeutics

Yeah, thank you for the question. You know, we, we feel and remain very confident that we have the right people in place on our board and feel our board is the appropriate size, because each of our directors really brings unique and valuable contributions across multiple subject areas, you know, where they have the expertise. That expertise and inputs, in partnership with the executive team and the organization, we believe will really help to create value for shareholders in the long term.

Mike Mano
General Counsel, Karyopharm Therapeutics

Next question comes from John Kinds. You had set guidelines for XPORT-EC trial, and your compensation should be set on meeting your guidelines. What are the reasons why the trials like XPORT-EC were delayed? What has been done so they won't be delayed again? What have you learned, and why was missing your own set deadline not reflected in your compensation?

Richard Paulson
President and CEO, Karyopharm Therapeutics

Yeah, thank you for the question. You know, when we look at clinical timelines, clinical timelines are always developed using our best estimates based on a well-thought-out plan and resources, because as everybody knows, in this industry, these timelines can change as the trials progress for a variety of reasons, many of which are unforeseeable and or outside of our control, and often require adaptations and adjustments, you know, in response to these events. And we did have a delay last year in the data readout for XPORT-EC-042 due to country-specific regulatory delays and companion diagnostic processes in a few European countries. And in the meantime, you know, these countries have all been activated, and all country and regulatory processes have been approved, and we continue to make progress with our enrollment. From a development perspective, you know, the organization did not receive full credit for development.

You know, our annual bonuses for executive officers are based on a combination of our corporate individual goals, and in my case, 100% of the corporate goal. Together with our board, we have established corporate and individual goals early each year, and shortly after year-end, the board reviews and scores our performance against those goals to determine a bonus target. In 2023, based on the assessment of our performance against our corporate goals, the board approved a score of 95%, and this score is then applied to each executive officer's target bonus percentage in combination with their individual goal score to determine the final bonus amount. Details of the 2023 corporate goals and scores can be found in our proxy statement, which was filed on April 19.

Mike Mano
General Counsel, Karyopharm Therapeutics

The next question comes from Jeffrey Divine: What does the competitive landscape look like today in endometrial cancer, now that some companies have seen setbacks?

Richard Paulson
President and CEO, Karyopharm Therapeutics

Yeah, a great question, and one, which again, we're very focused, that there continues to be, you know, the opportunity to significantly improve patient outcomes in endometrial cancer. There have been some, you know, positive advances over the last couple of years. Specifically, you know, the IOs have been approved for patients in the dMMR patient setting, and we know in our pending reviews, potentially in the, in the, overall patient population.

However, you know, looking at the data, and looking at the data we have with selinexor in our SIENDO trial and looking to regenerate now in our XPORT-EC-042 trial, there still remains a significant opportunity to improve patient outcomes, specifically in the pMMR patient population and through the whole treatment journey with patients whose tumors are TP53 wild type. So endometrial cancer is rapidly moving to an area which is focused on molecular classification for patients, finding the right drug for the right patient and significantly improving outcomes. So we're excited about the opportunity and look forward to sharing, again, more updated data this weekend at ASCO from our SIENDO trial, and rapidly advancing our XPORT-EC-042 trial.

Mike Mano
General Counsel, Karyopharm Therapeutics

There are no further questions.

Richard Paulson
President and CEO, Karyopharm Therapeutics

Thank you, Mike. So there being no further questions, I now declare the meeting adjourned.

Thank you all for joining Karyopharm Therapeutics's 2024 Annual Meeting of Stockholders.

Operator

The meeting has now concluded. Thank you for joining. You may now disconnect.

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