Apellis Pharmaceuticals, Inc.

Biotechnology • Healthcare • Waltham, MA, United States • APLS (NMS)

617 977 5700 100 Fifth Avenue, Waltham, MA 02451, United States

Quarter: Q2 2025 Reported: June 4, 2025 Sentiment: Positive

Apellis Pharmaceuticals, Inc., a commercial-stage biopharmaceutical company, focuses on the discovery, development, and commercialization of novel therapeutic compounds to treat diseases with high unmet needs. It offers EMPAVELI for the treatment of paroxysmal nocturnal hemoglobinuria; and SYFOVRE for treating geographic atrophy secondary to age-related macular degeneration and geographic atrophy (GA). The company also develops EMPAVELI to treat C3 glomerulopathy and immune complex membranoproliferative glomerulonephritis, hematopoietic stem cell transplantation-associated thrombotic microangiopathy, focal segmental glomerulosclerosis, and delayed graft function; and APL-3007, a small interfering RNA, or siRNA for the treatment of GA. It has a collaboration and license agreement with Swedish Orphan Biovitrum AB (publ) for development and commercialization of pegcetacoplan; and a collaboration with Beam Therapeutics Inc. focused on the use of Beam's base editing technology to discover new treatments for complement-driven diseases. The company was incorporated in 2009 and is based in Waltham, Massachusetts.

Analysis Summary

The Apellis Pharmaceuticals, Inc. Annual Meeting of Stockholders, held on June 3, 2025, focused exclusively on corporate governance matters, with no financial performance data or operational updates provided in this 8-K filing. All proposals presented to stockholders were approved with substantial majorities, indicating strong shareholder confidence in the company's governance structure and leadership.

**Detailed Stockholder Meeting Outcomes:**
* **Election of Class II Directors:** A. Sinclair Dunlop, Alec Machiels, and Keli Walbert were successfully re-elected as Class II directors, each for a three-year term expiring in 2028. Keli Walbert received the highest 'For' vote with 76,951,740, followed by Alec Machiels with 62,314,110, and A. Sinclair Dunlop with 54,091,088. Broker non-votes were consistent at 23,918,223 for all director elections.
* **Ratification of Independent Auditor:** Stockholders overwhelmingly ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025. This proposal passed with 103,876,326 'For' votes, against only 54,603 'Against' votes and 116,178 'Abstain' votes.
* **Advisory Vote on Executive Compensation (Say-on-Pay):** The compensation of the company's named executive officers received advisory approval from stockholders, with 75,901,920 'For' votes, 4,167,103 'Against' votes, and 59,860 'Abstain' votes.
* **Advisory Vote on Frequency of Executive Compensation Votes:** Stockholders recommended, on a non-binding advisory basis, that future advisory votes on executive compensation be held every year. This option received 79,858,618 votes, significantly outweighing 'Every Two Years' (32,418 votes) and 'Every Three Years' (206,221 votes). The company has stated its intent to adopt this annual frequency.

**Strategic Initiatives and Business Segment Analysis:** This 8-K filing does not contain information regarding strategic initiatives, business segment performance, or product pipeline updates.

**Management Commentary and Forward Guidance:** Beyond the commitment to hold annual executive compensation advisory votes, no other management commentary or forward-looking guidance on business operations or financial performance was provided in this document.

**Competitive Positioning and Market Trends:** This document does not address competitive positioning or market trends.

**Risk Factors and Concerns Raised:** No specific operational, financial, or market-related risk factors were discussed or raised in this annual meeting summary. The successful passage of all proposals suggests no immediate governance-related concerns from the shareholder base.

**Analyst Q&A Highlights:** As this is an 8-K filing summarizing an annual meeting, there was no analyst Q&A session reported.

Key Highlights

• All three Class II directors (A. Sinclair Dunlop, Alec Machiels, Keli Walbert) were re-elected for three-year terms.
• Deloitte & Touche LLP was ratified as the independent registered public accounting firm for fiscal year 2025 with overwhelming support.
• Stockholders approved the advisory vote on the compensation of the company's named executive officers.
• Stockholders recommended holding future advisory votes on executive compensation annually.
• Apellis Pharmaceuticals intends to adopt an annual frequency for future executive compensation advisory votes.
• All proposals at the Annual Meeting of Stockholders passed with strong majorities.

Financial Metrics

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revenue

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guidance

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Stock Performance (90 Days)

Data through Dec 29, 2025

Positive Signals

• Strong stockholder approval for all board elections, indicating stability in governance.
• Overwhelming ratification of the independent auditor, reflecting confidence in financial oversight.
• Approval of executive compensation suggests alignment on management incentives.
• Clear stockholder preference for annual executive compensation votes, which the company will implement, enhancing transparency.
• Smooth execution of the annual meeting with no contested proposals or significant dissent.

Risks & Concerns

— This 8-K filing does not contain any updates on operational performance, product development, or financial results.
— No business-specific or market-related risk factors were discussed in this annual meeting summary.
— Broker non-votes represent a significant portion of shares not participating in certain votes, potentially indicating passive investor engagement.
— Future executive compensation votes, while now annual, could become a point of contention if performance or pay structures shift unfavorably.