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Who am I being asked to vote for at the Annual Meeting?
We urge you to protect the value of your investment in Zevra by voting on the WHITE proxy card “FOR” the re-election of your highly experienced and qualified Board nominees, Richard W. Pascoe, David S. Tierney, M.D., and Christopher A. Posner.
These three Zevra directors nominated for re-election collectively bring decades of biotech and pharmaceutical experience. Their valuable experience across such areas as drug development, medical, finance, business development and commercialization are essential to support Zevra’s continued execution of its growth strategy.
Why should I not vote for any of the Mangless nominees, and vote “AGAINST” the Mangless Proposal?
We believe that electing any of the nominees proposed by one of our shareholders, Daniel Mangless, would diminish the overall quality of, and experience represented on, your Board. The Board recommends that you do not vote for any of the Mangless nominees in Proposal 1.
Your vote on the WHITE proxy card will help ensure we continue executing on the changes our shareholders want and successfully transform Zevra to meet its full potential. Your Board and Zevra’s leadership team will continue to take actions that are in the best interests of the Company and all shareholders.
Mr. Mangless also has submitted a proposal to adopt a resolution at the Annual Meeting that would repeal any provision of the Company’s Amended and Restated Bylaws in effect at the time of the Annual Meeting that was not included in the Company’s Amended and Restated Bylaws in effect as of January 1, 2023 (other than the change to the Company’s name from KemPharm, Inc. to Zevra Therapeutics, Inc.). The Board also believes this proposal is opposite the interests of all Zevra shareholders and recommends for you to vote “AGAINST” this Proposal 3.
How do I vote my shares?
In order to vote your shares, you must submit a WHITE proxy card or WHITE voting instruction form via the Internet or by mail in the postage-paid envelope provided.
Submit your vote as soon as possible.
If you hold shares in different accounts, you will receive different sets of materials for each account – it is important that you vote with respect to each account you own using the WHITE proxy card or WHITE voting instruction form.
You can contact our proxy solicitor Morrow Sodali, who can assist you with voting your shares. Morrow Sodali LLC 509 Madison Avenue, 12th Floor New York, NY 10022 Toll-free: 1 (800) 662-5200 or (203) 658-9400 Email: ZVRA@info.morrowsodali.com
Can I change my vote?
Yes – only the last dated vote counts.
You can contact our proxy solicitor Morrow Sodali, who can assist you with changing your vote or voting your shares. Morrow Sodali LLC 509 Madison Avenue, 12th Floor New York, NY 10022 Toll-free: 1 (800) 662-5200 or (203) 658-9400 Email: ZVRA@info.morrowsodali.com
What happens if I don’t vote?
Your vote is important!
Today, Zevra is better positioned for value creation than at any point in its history. To continue this momentum, your Board of Directors and management team need you to VOTE THE WHITE CARD or WHITE VOTING INSTRUCTION FORM to prevent any of the Mangless nominees from being elected and losing the valuable experience and qualification of our serving directors.
Your vote will help ensure we continue executing on the changes our shareholders want and successfully transform Zevra to meet its full potential.
When is the deadline to vote?
The deadline to submit your vote online is 11:59 p.m. ET on April 24, 2023.
If you vote using the WHITE proxy card or WHITE voting instruction form and vote by mail, it will need to be received prior to the closing of the polls at the Annual Meeting on April 25, 2023.
If you register for the Annual Meeting in advance and attend the Annual Meeting, you may also vote online during the meeting and prior to the closing of the polls.
What is Zevra’s strategy under its current Board and leadership team?
Our priorities are clear – to deliver life-changing treatments to people with rare conditions and their families, while driving enhanced value for all shareholders.
Your Board is fully engaged and has been deeply involved in our strategic evolution. Additionally, with recent management appointments, our leadership team added deep and relevant clinical and regulatory expertise, including success with multiple product launches.
Your vote will help ensure we continue executing on the changes our shareholders want and successfully transform Zevra to its fullest potential.
What specific qualifications do the Zevra Board nominees have to successfully oversee your strategy?
The three Zevra directors nominated for re-election collectively bring decades of biotech and pharmaceutical experience, both as senior executives and as public company board members.
What is the status of Zevra’s clinical development plans?
We are advancing our clinical pipeline with capital to fund our development plans into 2026.
There are numerous milestone opportunities anticipated for 2023 and beyond to drive value creation for shareholders:
We continue our ongoing discussions with regulatory agencies and are preparing to refile the arimoclomol New Drug Application as a treatment for Niemann-Pick disease type C (“NPC”) as soon as the third quarter of this year.
For the KP1077 program in rare sleep disorders, we are on track to file an Investigation New Drug (IND) application for KP1077 in narcolepsy in the second quarter of this year.
For KP1077, we also anticipate interim data from the Phase 2 trial in idiopathic hypersomnia (IH) as early as the third quarter, with top-line results expected by the end of this year. Those data have the potential to not only support the advancement of KP1077 into a pivotal Phase 3 study in IH, but also may support a Phase 3 trial in narcolepsy.
How does AZSTARYS® and your legacy platform impact the focus on rare diseases?
Under our AZSTARYS® license agreement, we anticipate that the current prescription trend will allow us to earn at least one, and possibly two, of the sales milestones this year.
We see the AZSTARYS® license as foundational to where we are as a company, and we look forward to the potential for growth through commercialization of arimoclomol and KP1077, if approved.
As we move Zevra forward, we will continue leveraging our legacy platform to target internally discovered rare disease product opportunities and extend our pipeline assets' exclusivity through lifecycle management. In this way, we aim to bring transformational therapies – and hope – to patients with rare diseases and their families and create value for our shareholders.
What is Zevra’s financial position?
With $102.9 million in cash, cash equivalents and investments as of December 31, 2022, we expect our available capital will fund Zevra through its upcoming milestones.
Ongoing revenue from our arimoclomol Early Access Program (EAP) in France and the potential to realize additional sales milestones and revenue for AZSTARYS® could provide further capital flexibility and lengthen our cash runway, which already extends into 2026.
We urge you to protect the value of your investment in Zevra by voting on the WHITE proxy card “FOR” the re-election of your highly experienced and qualified Board nominees, Richard W. Pascoe, David S. Tierney, M.D., and Christopher A. Posner.
DO NOT vote for any of the Mangless nominees. Vote “AGAINST” the Mangless Proposal.
