Replimune Group, Inc. (REPL)
NASDAQ: REPL · Real-Time Price · USD
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At close: May 1, 2026, 4:00 PM EDT
2.490
-0.010 (-0.40%)
Pre-market: May 4, 2026, 5:37 AM EDT
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AGM 2025

Sep 3, 2025

Operator

Hello, and welcome to the 2025 annual meeting of stockholders of Replimune Group. Please note that today's meeting is being recorded. During the meeting, stockholders can submit questions or comments at any time by clicking on the Q&A icon. However, the company will only respond to questions or comments related to the official business of the meeting. Please see the general information and supplemental rules for more information. It is now my pleasure to turn today's meeting over to Mr. Philip Astley-Sparke, Executive Chairman of the Board of Directors of Replimune Group. Mr. Astley-Sparke, the floor is yours.

Philip Astley-Sparke
Executive Chairman, Replimune Group, Inc

Good morning. I am Philip Astley-Sparke, Executive Chairman of the Board of Directors of Replimune Group Inc. Will the meeting please come to order? Let me take this opportunity to welcome you to the 2025 annual meeting of stockholders of Replimune Group Inc. At this time, I would like to introduce you to Shaun Glidden, the SVP General Counsel, Chief Compliance Officer, and Corporate Secretary, who is present today and will act as Secretary for the meeting. I would also like to note that representatives of Morgan, Lewis & Bockius LLP, counsel to the company, and PricewaterhouseCoopers LLP, the company's independent registered public accountants, are also present today at the meeting. Before proceeding to the business of this meeting, there are certain legal matters which we must dispose of in order to make certain that we are conducting a duly authorized meeting.

But as soon as these are completed, I would like to introduce you to the other officers and directors of the company, and also to describe to you the matters proposed for your consideration and action at this meeting. The company has designated Sharmila Amladi of Computershare Trust Company, N.A. to serve as the Inspector of Elections. Ms. Amladi took her oath of Inspector of Elections earlier today. The oath shall be filed within minutes of the meeting. Will the Inspector of Elections please take charge of any proxies that have been filed and provide her report regarding the number of shares of common stock of the company represented at the meeting, either virtually or by proxy?

Sharmila Amladi
Inspector of Elections, Computershare Trust Company, N.A.

Ladies and gentlemen, there are represented at the meeting either virtually or by proxy at least 70,621,628 shares of common stock, out of the total of 77,807,174 shares of common stock outstanding and entitled to vote at the meeting.

Philip Astley-Sparke
Executive Chairman, Replimune Group, Inc

The report of the Inspector of Elections indicates that there are present at the meeting, virtually or represented by proxy, the holders of a majority of the total number of shares of common stock of the company outstanding and entitled to vote at the meeting. There is therefore a quorum present, and the meeting is competent to transact business.

Shawn Glidden
SVP of General Counsel, Replimune Group, Inc

On the virtual meeting platform, you have access to the notice of the annual meeting of stockholders dated July 25th, 2025, concerning the matters to be considered and acted upon at the meeting, and a copy of the proxy statement and annual report to stockholders for the fiscal year ended March 31st, 2025. Additionally, I have an affidavit of mailing executed by an employee of Computershare Trust Company, N.A., the proxy processing service provider for the company. The affidavit of mailing will be filed within minutes of the meeting.

Philip Astley-Sparke
Executive Chairman, Replimune Group, Inc

Thank you. Now that the technical organizational phase of the meeting has been completed, and before proceeding to the business to be transacted at this meeting, I would like to take this opportunity to introduce to you the other officers and directors of the company. Let me first introduce the following directors of the company: Sushil Patel, who is also our Chief Executive Officer; Dieter Weinand, who is also our Lead Independent Director; Kapil Dhingra; Veleka Peeples-Dye r; Paolo Pucci; Mike Goller; Madhu Balachandran; and Joseph Slattery. I would also like to introduce to you the following officers of the company: Shawn Glidden, our SVP General Counsel, Chief Compliance Officer and Corporate Secretary; and Emily Hill, our Chief Financial Officer. I will now describe the matters to be voted on at today's meeting. The following matters are deemed to be properly brought before this meeting: A.

The proposed election of Kapil Dhingra, Christy Oliger, Joseph Slattery, Mike Goller, and Philip Astley-Sparke as Class I Directors. B. A proposal to ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending March 31, 2026. C. A proposal to approve on a non-binding advisory basis the compensation of the company's named executive officers. And finally, D. A proposal to approve an amendment to the Replimune Group Inc 2018 Omnibus Incentive Plan. We will now move on to voting. The virtual polls are now open. Any stockholder who has not previously provided his or her proxy or voted electronically is requested to click on the voting button of the web portal and follow the instructions therein with respect to all matters being voted upon.

If you have already submitted your proxy card, your shares will be voted in accordance with your instructions on the proxy. We will now pause for a moment for you to complete your vote. The polls are now closed. The Inspector of Elections will give her report concerning the votes upon the aforesaid proposals to the Secretary. Will the Secretary please report the results of the voting? I have received a report from the Inspector of Elections which states that Kapil Dhingra, Christy Oliger, Joseph Slattery, Mike Goller, and Philip Astley-Sparke have been duly elected as Class I Directors of the company to serve until the 2028 annual meeting of stockholders and until their respective successors have been duly elected and qualified.

The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending March 31st, 2026, has been duly passed by the stockholders of the company. The proposal to approve on a non-binding advisory basis the compensation of the committee's named executive officers has been duly passed by the stockholders of the company. The proposal to approve an amendment to the Replimune Group, Incorporated 2018 Omnibus Incentive Plan has not been duly passed by the stockholders of the company. The formal business of this meeting is now complete. If there is no further business to be raised from the floor, I would like to thank all of our stockholders for attending today's meeting virtually. The legal portion of the meeting is now adjourned, and you may now disconnect.

Operator

This concludes today's meeting. You may now disconnect.

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