Aurinia Pharmaceuticals Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect five director nominees named in the Proxy Statement—Kevin Tang, Jeffrey Bailey, Kathy Goetz, Craig Johnson and Tina S. Nova, Ph.D.—each to serve until the 2027 annual general meeting or until their qualified successor is elected or appointed.

2. 2

   Appointment of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Approve the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm until the close of the 2027 annual general meeting or until a successor is appointed.

3. 3

   Advisory Vote on Executive Compensation (Say-on-Pay

   ManagementBoard: FOR

   Non-binding advisory vote to approve the Company’s executive compensation as disclosed in the proxy statement and management information circular (the say-on-pay vote).

   More detail

   This proposal asks shareholders to cast a non-binding advisory vote to approve the Company’s executive compensation as disclosed in the proxy materials (the ‘‘say-on-pay’’ vote). Management is seeking shareholder endorsement primarily to confirm support for the Compensation Committee’s 2025 program design, which emphasized pay-for-performance through a mix of base salary, annual cash incentives tied to corporate goals, and long-term equity incentives (stock options and performance stock units tied to share-price milestones). Company-specific context includes substantial executive turnover in early 2026, separation agreements for prior NEOs, and a change in CEO in March 2026 (Kevin Tang subsequently elected to waive compensation), all of which have influenced recent pay figures and severance outcomes reflected in the proxy. The Compensation Committee retained Willis Towers Watson as an independent consultant and used a 20-company peer group to benchmark pay; it set performance metrics that prioritized net revenue, LUPKYNIS commercialization and portfolio progression and recorded a 150% corporate performance result for 2025. Management argues the mix of variable short- and long-term incentives aligns executives with shareholder interests, preserves the ability to attract and retain senior talent in a competitive biotech market, and maintains disciplined equity usage (PSUs that vest only upon specified share-price improvements). Opponents (or skeptical shareholders) may focus on large realized equity values to prior executives, separation payments to departing officers, and the outsized influence of certain equity vesting events on pay-versus-performance calculations, raising questions about whether realized pay reflected realized long‑term shareholder value. The Board’s recommendation to vote FOR reflects its view that governance controls (independent Compensation Committee, consultant input, clawback policy, majority voting and committee oversight) and the structure of awards appropriately balance risk and alignment. Because the vote is advisory, the Board will review and consider the voting outcome when assessing future compensation structures and may adjust program features or disclosures in response to shareholder feedback.

Upcoming shareholder meetings at Aurinia Pharmaceuticals Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.

When is the Aurinia Pharmaceuticals Inc 2026 annual meeting?

Aurinia Pharmaceuticals Inc (AUPH) holds its 2026 annual shareholder meeting on Wednesday, June 3, 2026.

What is the record date for the Aurinia Pharmaceuticals Inc 2026 meeting?

The record date for the Aurinia Pharmaceuticals Inc 2026 meeting is Tuesday, April 14, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Aurinia Pharmaceuticals Inc's 2026 meeting?

The board is presenting 5 director nominees at the Aurinia Pharmaceuticals Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Aurinia Pharmaceuticals Inc 2026 meeting?

Shareholders will vote on 3 proposals at the Aurinia Pharmaceuticals Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.