Hello, welcome to the 2026 virtual annual meeting of Black Diamond Therapeutics, Inc. Please note that today's meeting is being recorded. Stockholders may submit questions by following the instructions on the annual meeting interface. I would like to turn the meeting over to Mark Velleca, the chair of the annual meeting. Good morning, everyone. My name is Mark Velleca, President, CEO, and Chair of the Board of Directors of Black Diamond Therapeutics. The meeting is now called to order. I've asked Karin Yoo of Goodwin Procter, our outside legal counsel, to record the minutes. It is a pleasure to welcome our stockholders and visitors to the 2026 Annual Meeting of Stockholders, Black Diamond Therapeutics. This meeting is being held in accordance with the company's bylaws and Delaware law. We are conducting the annual meeting virtually instead of in person, in order to facilitate the attendance and participation of our stockholders via the web portal we provided. Our meeting today will consist of the formal business at hand, which is described in our proxy statement as filed with the SEC and notice of Internet availability of proxy materials, a copy of which was mailed on or about April 29th, 2026, to all of our stockholders of record as of the close of business on April 28th, 2026. During this portion of the meeting, all discussion will be limited to the official business at hand, and only questions that have to do with the official business at hand will be addressed before the voting is closed. To allow us to answer questions from as many stockholders as possible, we will limit each stockholder to two questions related to the official business at hand. Second, we will answer any additional questions during a question and answer period following the closing of the polls. As time permits, only validated stockholders may ask questions in the designated field on the web portal. Before proceeding to the formal business, I would like to take a moment to remind you of the current membership of the Board of Directors and of the individuals serving as officers of the company. In addition to myself, our other Directors are Ali Behbahani, Shannon Campbell, Kapil Dhingra, Sam Kulkarni, Garry Menzel, and Prakash Raman. Our officers are myself, Mark Velleca, President, CEO, and Director, Brent Hatzis-Schoch, Chief Operating Officer and General Counsel, Elizabeth Buck, Chief Scientific Officer, Sergey Yurasov, Chief Medical Officer, Melanie Morrison, Chief Development Officer, and Erika Jones, Senior Vice President, Finance and Principal Financial and Accounting Officer. Our independent auditors, the firm of PricewaterhouseCoopers LLP, are represented at this meeting by Karen Pfeil and Brian Litz, who will be available to answer questions. Our outside counsel, the firm of Goodwin Procter LLP, is represented by Karin Yoo. Broadridge Financial Solutions is acting as our tabulator. Let's proceed to the formal business of the meeting, notice of which was sent to all stockholders of record as of the close of business on April 29th, 2026. Stockholders of record as of the close of the business on that date are entitled to vote at this meeting. A record of stockholders as of that date has been on file at the principal place of business of the company for the last 10 days immediately prior to the date of the meeting and has been available for the inspection by any stockholder during that period at any time during normal business hours in the manner provided by law. If you have any questions on the rules of conduct and procedures for the meeting, you can find them posted at www.virtualshareholdermeeting.com/bdtx2026. Please note that only stockholders who have logged in using their 16-digit control number will be able to vote and ask questions at the meeting. If you have any questions, I would encourage you to please submit them now so that they will be in the queue to be answered. If any stockholder wishes to address me as the chair during the formal part of the meeting, please do so by submitting your question in writing through the virtual meeting platform via the link provided. The board of directors has appointed Richard L. Leza of The Carideo Group, Inc. to act as Inspector of Election for this annual meeting, and he will tabulate results of the voting. The Inspector of Election has signed the oath of his office, which will be filed with the minutes of this meeting. Mr. Leza, do we have a quorum present? Yes, Dr. Velleca. Of the 57,301,774 shares of common stock entitled to vote at the meeting, 44,690,495 shares or nearly 78%, are represented either in person or by proxy, and therefore a quorum is present. Thank you, Richard. I declare that a quorum is present. We may now proceed to transact the business for which this meeting has been called. Let me briefly describe the voting procedures. Voting will be by proxy and by using the voting link provided through the virtual meeting platform. If you have previously turned in your proxy and you do not intend to change your vote, it is not necessary that you complete another proxy or vote again via the web portal. Your vote will be counted. If you are eligible to vote and have not submitted your proxy, or if you want to change your vote, you may do so by clicking on the link provided through the virtual meeting platform. It is now 9:05 A.M. Eastern Time on June 26th, 2026, and the polls for each matter to be voted on at this meeting are now open. Our first item of business is the election of directors. At this meeting, we will be voting on two nominees for Class III directors to serve for a term of three years. As set forth in the proxy statement in accordance with the bylaws, the board of directors have nominated Shannon Campbell and Kapil Dhingra to be elected to serve as Class III directors. The company's bylaws require that a stockholder provide advance notice to the company of a stockholder's intent to nominate persons as directors. No such notice was received. Accordingly, I declare the nominations for the directors closed. The board of directors unanimously recommends that stockholders vote in favor of each of the nominees. Anyone who is voting via the web portal, please vote now. The second item of business is the ratification of the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026. The audit committee of the board of directors, which is comprised entirely of independent directors, appointed PricewaterhouseCoopers LLP as the company's independent registered public accounting firm to audit the company's financial statements for the fiscal year ending December 31, 2026. The board of directors approved the selection of PricewaterhouseCoopers LLP and has asked the stockholders to ratify the selection. Stockholder ratification is not required by the company's bylaws. However, the board of directors is submitting this to the stockholders for ratification as a matter of good corporate governance. If the stockholders do not approve the selection of PricewaterhouseCoopers as the company's independent registered public accounting firm, the board of directors and the audit committee will reconsider the appointment. Anyone who is voting via the web portal, please vote now. The third item of business is the approval on a non-binding advisory basis of the compensation of our named executive officers as described in the proxy statement. The board of directors unanimously recommends that stockholders vote in favor of this proposal. Anyone who is voting by the web portal, please vote now. The fourth item of business is a non-binding advisory vote on the preferred frequency of future non-binding advisory votes to approve the compensation of our named executive officers as described in the proxy statement. The board of directors unanimously recommends that stockholders vote for the one-year option for this proposal. Anyone who is voting via the web portal, please vote now. We would like to turn to the queue of questions. As a reminder, if you have a question, please submit it via the web portal. Anyone who has not yet voted and desires to do so, please do so now through the virtual meeting platform in order for your votes to be counted. The inspector of election will not accept proxies or votes or any changes or revocations submitted after the closing of the polls. It is now 9:08 A.M. Eastern Time on June 26, 2026, and the polls for each matter to be voted on at this meeting are now closed. No additional proxies or votes and no changes or revocations will be accepted. Inspector of election, please report on the results of the voting. Thank you, Dr. Velleca. With regard to proposal one, a plurality of the votes properly cast have been voted in favor of the election of the persons nominated. With regard to proposal two, a majority of the votes properly cast for and against the proposal have been voted in favor of the ratification of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2026. With regard to proposal three, a majority of the votes properly cast for and against the proposal have been voted in favor of the approval on a non-binding advisory basis of the compensation of the company's named executive officers. With regard to proposal four, the preferred frequency of future non-binding advisory votes on the compensation of the company's named executive officers has been voted to be one year. Thank you, Mr. Leza. I have been advised that there were no questions in the web portal relating to the matters presented at today's meeting and declare that all of the proposals presented at the meeting have been approved or ratified by the stockholders. The final results of voting, including proxies and votes recorded during this meeting, will be set forth in the report of the inspector of election and will be included in the minutes of the meeting. The final results will also be included in our reports filed with the SEC. Now we would like to open the meeting for general stockholder questions. If you have a question, please submit it via the web portal. There being no other matters for consideration at this meeting, I hereby adjourn the meeting. This concludes today's meeting. Thank you for attending. You may now disconnect and have a wonderful rest of your day.
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