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
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Filed by the Registrant ☒
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Filed by a Party other than the Registrant
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Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material under §240.14a-12
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GALECTIN 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):
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No fee required.
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Fee paid previously with preliminary materials.
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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.
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December 3, 2024
Dear Stockholder:
You are cordially invited to attend the 2024 annual meeting of stockholders (the “2024 Annual Meeting”) of Galectin Therapeutics Inc. The meeting will be held on Thursday, January 23, 2025 at 11:00 a.m., Eastern Standard Time. Due to cost savings and other efficiencies resulting from conducting a virtual meeting, Galectin Therapeutics is conducting the 2024 Annual Meeting via an online-only format. Stockholders will be able to listen, vote, and submit questions from their home or any remote location with internet connectivity. The 2024 Annual Meeting has been designed to provide the same rights to participate as you would have at an in-person meeting. Information on how to participate in this year’s virtual meeting can be found on page
38
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The meeting will be held for the following purposes:
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To elect the eleven (11) nominees for director named in the accompanying proxy statement to hold office until the 2025 annual meeting of our stockholders.
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To ratify the selection by the Audit Committee of the Board of Directors of Cherry Bekaert LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024.
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To transact such other business as may properly come before the meeting or any adjournments of the 2024 Annual Meeting.
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Sincerely yours,
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Joel Lewis
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President and Chief Executive Officer
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GALECTIN THERAPEUTICS INC.
4960 Peachtree Industrial Blvd., Suite 240
Norcross, Georgia 30071
NOTICE OF THE 2024 ANNUAL MEETING OF STOCKHOLDERS
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Time:
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11:00 a.m. Eastern Standard Time on Thursday, January 23, 2025; Online access begins at 10:45 a.m. on January 23, 2025.
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Place:
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The Annual Meeting will be held virtually via the internet, at www.virtualshareholdermeeting.com/GALT2024.
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Items of Business:
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1.
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To elect the eleven (11) nominees for director named in the proxy statement accompanying this Notice to serve until our 2025 annual meeting of stockholders.
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2.
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To ratify the selection by the Audit Committee of the Board of Directors of Cherry Bekaert LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024.
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3.
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To transact such other business as may properly come before the meeting or any adjournments of the 2024 Annual Meeting.
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Who Can Vote:
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You can vote if you were a stockholder of record of our Common Stock or our Series A 12% Convertible Preferred Stock, as of the close of business on November 25, 2024.
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Proxy Materials:
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You may access our Annual Report and this Notice and proxy statement at
www.proxyvote.com
and on our website at
www.galectintherapeutics.com
. Instructions on
how to obtain paper copies of the proxy materials are on page
5
of this notice.
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Date of Mailing:
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This Notice, the proxy statement and the form of proxy are first being made available to stockholders on or about December 13, 2024.
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WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING, PLEASE SUBMIT PROMPTLY VOTE YOUR SHARES BY FOLLOWING THE INSTRUCTIONS ON THE NOTICE CARD OR PROXY CARD.
Important Notice Regarding the Availability of Proxy Materials
for the Annual Meeting to be Held January 23, 2025.
The Letter to Stockholders, Notice of Meeting, Proxy Statement, and Annual Report on Form 10-K, are available at: www.proxyvote.com
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By Order of the Board of Directors
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Jack W. Callicutt
Chief Financial Officer and
Corporate Secretary
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