Good morning, and welcome to the 2026 Annual Stockholder Meeting of Minerva Neurosciences. I will now turn today's meeting over to Remy Luthringer. Good morning, everyone. My name is Remy Luthringer, and I'm the Chief Executive Officer and Chairman of the Board of Directors of Minerva Neurosciences, and it is my pleasure to welcome you to the Minerva 2026 annual meeting of stockholders. You can view the rules and conduct of this meeting, as well as Minerva's proxy statement and annual report on Form 10-K in the web portal. At this time, the polls are now open for voting on all matters to be presented. Before we proceed with the formal business of the meeting, I would like to note that in the attendance today are members of the board of directors, members of management, and representatives from Deloitte & Touche LLP, the company's independent public accounting firm. Now we will conduct the formal portion of the meeting. Please note that if you have any questions during this meeting, you can submit them via the web portal. If you have any questions after this meeting, please direct them to Minerva's investor relations team. Their contact information is available on our website at minervaneurosciences.com. The rules of conduct for this meeting are posted on the virtual meeting page. I now turn the meeting over to Fred Ahlholm, Minerva's Chief Financial Officer, who is acting as secretary of the meeting. Fred? Thank you, Remy. The record date for this meeting was April 9th, 2026. A complete list of the holders of Minerva's common stock at the close of business on that date, who are entitled to notice and to vote on the matters brought before this meeting, is available for inspection in the web portal during this meeting. I have an affidavit certifying that notice of this annual meeting of stockholders of the company was duly given to all stockholders of record at the close of business on April 9th, 2026, the record date of this meeting. We have appointed Anna Hagberg-Sido of CT Hagberg and Associates to act as the Inspector of Election for this meeting. The Inspector of Election's principal obligations are to confirm the number of shares represented at the meeting and to determine and certify the results of voting. Anna has taken an oath of office as the Inspector of Election, which will be filed with the minutes of this meeting. The Inspector of Election has informed me that a majority of the shares entitled to vote at the meeting are either represented in person or by proxy at today's meeting. Accordingly, a quorum is present. On the basis of the affidavit and report of the Inspector of Election, I find that proper notice has been given and that a quorum is present. Accordingly, this meeting has been properly convened and is open for business. We will now proceed with the proposals. There are six proposals to be considered by the stockholders at this meeting. After the proposals have been described, we will answer any questions related to the proposals submitted online. As a reminder, we ask that any comments or questions during this portion of the meeting pertain only to these proposals. Please submit any questions as soon as possible for our review. As mentioned earlier, the polls are open for voting on all matters to be presented. Each share of common stock is entitled to one vote. Each share of our Series A preferred stock outstanding as of the record date, has the right to vote on an as to common stock basis, together with the shares of common stock and voting together as a single class on all matters presented to the stockholders for approval, subject to the maximum percentage as described in the proxy statement. After I describe each item to be voted on, we will close the polls. We will not accept ballots, proxies, revocations, or changes after the closing of the polls. Any stockholder who has not yet voted or wishes to change their vote may do so by clicking on the voting button in the web portal and following the instructions there. 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. The six proposals to be voted upon at this meeting are: number one, to elect two Class III directors, Dr. David Kupfer and Jan van Heek, to the board of directors to hold office until the 2029 annual meeting of stockholders. Number two is to approve an amendment of the company's amended and restated certificate of incorporation, as amended, to reflect Delaware law provisions allowing for the exculpation of certain officers. Number three is to approve an amendment of the company's amended and restated certificate of incorporation, as amended, to eliminate the exclusive forum provision. Number four, to approve on an advisory basis the compensation of the company's named executive officers as disclosed in this proxy statement. Number five is to approve on an advisory basis the frequency of stockholder solicitation on future advisory stockholder approval for the compensation of the company's named executive officers. Number six is to ratify the selection by the audit committee of the board of directors of Deloitte & Touche LLP as the independent registered public accounting firm of the company for its fiscal year ending December 31st, 2026. We will now review if there are any questions submitted about the proposals before we close the polls. As a reminder, we will only review and answer questions at this time that pertain to the proposals. Our records show that no questions have been submitted. The polls will be closing shortly. The Inspector of Election will not accept any votes once the polls close. The time is now 8:36 A.M., and the polls are now closed for voting. I have been informed by the Inspector of Election that the preliminary vote report shows Dr. David Kupfer and Jan van Heek have been elected to the board of directors to hold office until the 2029 annual meeting of stockholders. The amendment of the company's amended and restated certificate of incorporation as amended to reflect Delaware law provisions allowing for the exculpation of certain officers is approved. The amendment of the company's amended and restated certificate of incorporation as amended to eliminate the exclusive forum provision is approved. The compensation of our named executive officers on an advisory basis is approved. The frequency of stockholder solicitation on future advisory stockholder approval for the compensation of our named executive officers on an advisory basis is approved. The appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31st, 2026 has been ratified. A certificate of the Inspector of Election will be attached to the minutes of this meeting. We expect to report our preliminary voting results, or if available to us on a timely basis, our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within four business days after the final results are known to us. There being no other business to be brought before the meeting, the formal portion of the meeting is now adjourned. I now turn the meeting back over to Remy. Thank you, Fred. This concludes today's meeting. I would like to thank everyone for attending today's meeting and for your continued support of Minerva. Thank you so much and have a good day. This now concludes the meeting. Thank you for joining, and have a pleasant day.
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