Graphite Bio shareholders approve all merger-related proposals for Lenz deal

Proposal No. 2. Approval of an amendment to Graphite's certificate of incorporation (the "Graphite charter") to (i) effect a reverse stock split of Graphite's issued common stock at a ratio in the range between 1:6 and 1:12, inclusive, with the final ratio and effectiveness of all other ratios of such amendment and the abandonment of such amendment to be mutually agreed by the board of directors of Graphite and the board of directors of LENZ prior to the effective time and (ii) change Graphite's name to "LENZ Therapeutics, Inc.", effective as of the effective time under the Merger Agreement. This proposal was approved by the requisite vote of the Company's stockholders. For Against Abstain Broker Non-Votes 48,324,362 169,990 3,699 0

Proposal No. 3. Approval of the 2024 Equity Incentive Plan, which is the combined company's 2024 Equity Incentive Plan, which will become effective as of and contingent on the completion of the merger. This proposal was approved by the requisite vote of the Company's stockholders. For Against Abstain Broker Non-Votes 36,564,189 4,398,998 13,760 7,521,104

Proposal No. 1. Approval of (i) the issuance of shares of Graphite common stock, which will represent more than 20% of the shares of Graphite common stock outstanding immediately prior to the Merger, to stockholders of LENZ pursuant to the terms of the Merger Agreement and pursuant to Nasdaq Listing Rule 5635(a), (ii) the change of control of Graphite resulting from the Merger pursuant to Nasdaq Listing Rule 5635(b), and (iii) the issuance of shares of Graphite common stock to the PIPE investors pursuant to Nasdaq Listing Rule 5635(d), which shares of Graphite common stock will represent more than 20% of the shares of Graphite common stock outstanding as of the date of the execution of the Subscription Agreement, dated as of November 14, 2023, by and among Graphite and the PIPE investors named therein. This proposal was approved by the requisite vote of the Company's stockholders. For Against Abstain Broker Non-Votes 40,937,960 37,089 1,898 7,521,104

Proposal No. 4. Approval of the 2024 Employee Stock Purchase Plan, which is the combined company's 2024 Employee Stock Purchase Plan, which will become effective as of and contingent on the completion of the merger. This proposal was approved by the requisite vote of the Company's stockholders. For Against Abstain Broker Non-Votes 37,291,832 3,672,224 12,891 7,521,104