SEC Form DEFA14A filed by Enliven Therapeutics Inc.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☐ | Definitive Proxy Statement |
| ☒ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
Enliven Therapeutics, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table below in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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P.O. BOX 8016, CARY, NC 27512-9903
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Enliven Therapeutics, Inc.
Annual Meeting of Stockholders
Tuesday, June 9, 2026 10:00 A. M., Mountain Time Annual meeting to be held virtually via the internet - please visit www.proxydocs.com/ELVN for more details.
You must register to attend the meeting online and/or participate at www.proxydocs.com/ELVN
For a convenient way to view proxy materials, VOTE, and obtain directions to attend the meeting go to www.proxydocs.com/ELVN
To vote your proxy while visiting this site, you will need the 12 digit control number in the box below.
This communication is not a form for voting and presents only an overview of the more complete proxy materials, which contain important information and are available to you on the Internet or by mail. You cannot use this notice to vote your shares. We encourage you to access and review all of the important information contained in the proxy materials before voting.
Under United States Securities and Exchange Commission rules, proxy materials do not have to be delivered in paper. Proxy materials can be distributed by making them available on the internet.
If you want to receive a paper or e-mail copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. In order to receive a paper package in time for this year’s meeting, you must make this request on or before May 29, 2026. |
Meeting Materials: Notice of Meeting and Proxy Statement & Annual Report or Form 10-K
Important Notice Regarding the Availability of Proxy Materials for the Stockholders Meeting To Be Held On June 9, 2026 for stockholders of record as of April 10, 2026
To order paper materials, use one of the following methods.
Internet: www.investorelections.com/ELVN
Call: 1-866-648-8133
Email: paper@investorelections.com
* If requesting material by e-mail, please send a blank e-mail with the 12 digit control number (located below) in the subject line. No other requests, instructions OR other inquiries should be included with your e-mail requesting material.
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| Have the 12 digit control number located in the box above available when you access the website and follow the instructions. | ||||||
| SEE REVERSE FOR FULL AGENDA |
Copyright © 2026 BetaNXT, Inc. or its affiliates. All Rights Reserved
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Enliven Therapeutics, Inc. Annual Meeting of Stockholders |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE:
FOR the election of the two Class III directors
FOR the ratification of the appointment of Deloitte & Touche as our independent registered public accounting firm for fiscal year ending December 31, 2026
FOR the amendment of our amended and restated certificate of incorporation, as amended, to increase our authorized shares of common stock from 100,000,000 shares to 200,000,000 shares
FOR the approval, in an advisory (non-binding) vote, of the compensation of our named executive officers as disclosed in our proxy statement
For the approval, in an advisory (non-binding) vote, of the frequency of future stockholder advisory votes on the compensation of our named executive officers to be held every ONE YEAR
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PROPOSAL
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| 1. | To elect the two Class III directors named in the accompanying proxy statement to serve until the 2029 annual meeting of stockholders or until their successors are duly elected and qualified or until their earlier death, resignation or removal. | |
| 1.01 Richard Fair, M.B.A. | ||
| 1.02 Lori Kunkel, M.D. | ||
| 2. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2026. | |
| 3. | To amend our amended and restated certificate of incorporation, as amended, to increase our authorized shares of common stock from 100,000,000 shares to 200,000,000 shares. | |
| 4. | To approve, in an advisory (non-binding) vote, the compensation of our named executive officers as disclosed in our proxy statement. | |
| 5. | To approve, in an advisory (non-binding) vote, the frequency of future stockholder advisory votes on the compensation of our named executive officers. | |
| 6. | To transact other business that may properly come before the Annual Meeting. | |