Beam Therapeutics Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect John Evans, John Maraganore, Ph.D., and Christi Shaw as Class III directors to serve three-year terms expiring in 2029.

2. 2

   Ratification of Selection of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

3. 3

   Advisory Vote on Named Executive Officer Compensation

   ManagementBoard: FOR

   Non-binding, advisory vote to approve the compensation of the Company’s named executive officers (the “say-on-pay” vote) as disclosed in the proxy statement.

   More detail

   This proposal asks stockholders to cast a non-binding advisory vote approving the Company’s named executive officer (NEO) compensation as disclosed in the proxy statement, including the Compensation Discussion and Analysis and accompanying tables. Management is submitting the advisory vote to comply with Section 14A of the Exchange Act and to solicit stockholder feedback on the overall design and outcomes of its executive pay program. The Company frames its program as pay-for-performance with a mix of base salary, annual cash incentive bonuses tied to corporate goals, and long-term equity incentives (stock options and RSUs) to align management incentives with long-term stockholder value and retention. Notably, the proxy discloses that last year’s say-on-pay received strong support (approximately 99% in favor), which management cites as validation of its compensation approach and as a reason for maintaining its current framework. The vote is advisory and therefore non-binding, but the compensation committee says it will carefully consider the outcome in future decisions; this creates reputational and governance consequences even if not legally binding. Key governance context includes robust committee oversight, engagement of an independent compensation consultant (Pay Governance), use of a peer group for benchmarking, clawback and insider-trading policies, and detailed severance/change-in-control arrangements disclosed in the proxy. From an investor-analytic perspective, material considerations include the degree to which incentive metrics are operational and outcome-linked (the proxy emphasizes a mix of clinical, research, manufacturing, commercial, organizational and financial goals), the heavy weighting toward equity-based incentives which reward long-term appreciation, and historical high shareholder support which reduces near-term risk of governance friction. However, because the vote is advisory, persistent or significant opposition could trigger shareholder engagement or changes by the compensation committee, and investors should monitor future say-on-pay results, disclosure of performance targets, and any material changes to compensation governance or pay-for-performance alignment.

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When is the Beam Therapeutics Inc 2026 annual meeting?

Beam Therapeutics Inc (BEAM) holds its 2026 annual shareholder meeting on Wednesday, June 3, 2026.

What is the record date for the Beam Therapeutics Inc 2026 meeting?

The record date for the Beam Therapeutics Inc 2026 meeting is Tuesday, April 7, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Beam Therapeutics Inc's 2026 meeting?

The board is presenting 1 director nominee at the Beam Therapeutics Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Beam Therapeutics Inc 2026 meeting?

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