VACCINEX, INC. — fact timeline

Bala S. Manian resigned as director at VACCINEX, INC..

“On March 18, 2025, Bala S. Manian informed Vaccinex, Inc. (the “Company”) of his resignation as a director of the Company effective immediately.”

VACCINEX, INC. received a nasdaq delisting notice notice regarding stockholders equity (rules 5550(b)(1)).

“December 16, 2024, Vaccinex, Inc. (the “Company”) received written notice (the “Notice”) from the Office of General Counsel of The Nasdaq Stock Market (“Nasdaq”) indicating that the Nasdaq Hearings Panel (the “Panel”) has determined to delist the Company’s shares from Nasdaq due to the Company’s failure to meet Nasdaq’s continued listing standards. As previously disclosed, the Company has not been compliant with the requirements under Nasdaq Listing Rule 5550(b)(1) to maintain a minimum of $2.5 million in stockholders’ equity for continued listing on the Nasdaq Capital Market. The Notice indic”

Chrystyna Bedrij Stecyk resigned as director at VACCINEX, INC..

“On September 10, 2024, Chrystyna Bedrij Stecyk informed Vaccinex, Inc. (the “Company”) of her resignation as a director of the Company effective immediately.”

VACCINEX, INC. shareholders approved Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2024 at the 2024-05-09 meeting.

“Proposal 5. The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. Votes For Votes Against Votes Abstained 674,404 8,972 417”

VACCINEX, INC. shareholders approved Approval of First Amendment to the Vaccinex, Inc. 2018 Omnibus Incentive Plan at the 2024-05-09 meeting.

“Proposal 4. The Company’s stockholders approved the First Amendment to the Vaccinex, Inc. 2018 Omnibus Incentive Plan. Votes For Votes Against Votes Abstained Broker Non-Votes 403,835 146,143 308 133,507”

VACCINEX, INC. shareholders approved Advisory vote on frequency of future say-on-pay votes (every year, 2 years, or 3 years) at the 2024-05-09 meeting.

“Proposal 3. The Company’s stockholders determined, on a non-binding advisory basis, that future advisory votes on the compensation of the Company’s named executive officers shall be held every year. Votes For 1 Year Votes For 2 Years Votes For 3 Years Votes Abstained 539,907 1,950 7,045 1,384”

VACCINEX, INC. shareholders approved Non-binding advisory vote on compensation of named executive officers at the 2024-05-09 meeting.

“Proposal 2. The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers. Votes For Votes Against Votes Abstained Broker Non-Votes 521,607 27,555 1,124 133,507”

VACCINEX, INC. shareholders approved Election of three directors for three-year terms expiring in 2027 at the 2024-05-09 meeting.

“Proposal 1. The Company’s stockholders elected the following nominees as directors, each to serve for a three-year term expiring in 2027. Director Nominee Votes For Authority Withheld Broker Non-Votes Jacob Frieberg 425,443 124,843 133,507 Albert Friedberg 425,131 124,155 133,507 Maurice Zauderer 425,477 124,809 133,507”

VACCINEX, INC. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).

“April 11, 2024, Vaccinex, Inc. (the “Company”) received a letter (the “Notice”) from the Listing Qualifications staff of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that based on the financial statements contained in its Form 10-K for the year-ended December 31, 2023, the Company no longer complies with the requirement under Nasdaq Listing Rule 5550(b)(1) to maintain a minimum of $2.5 million in stockholders’ equity for continued listing on the Nasdaq Capital Market (the “Equity Standard”) or the alternative requirements of having a market value of listed securities of $35 million”

VACCINEX, INC.: Filed Certificate of Designation of Series A Preferred Stock to create and establish rights, preferences and terms of the series (effective 2024-03-29).

“On March 29, 2024, the Company filed the Certificate of Designation of Series A Preferred Stock (the “Certificate”) with the Delaware Secretary of State, creating the Series A Preferred Stock and establishing the rights, preferences and other terms of the Series A Preferred Stock, and issued the Series A Preferred Stock.”

VACCINEX, INC. entered into Private Placement Purchase Agreement with Private Placement Investors valued at aggregate gross proceeds of approximately $1.25 million (effective 2024-03-27).

“On March 27, 2024, the Company entered into a securities purchase agreement (the “Private Placement Purchase Agreement”) pursuant to which the Company agreed to issue and sell to the purchasers named therein (the “Private Placement Investors”) an aggregate of 159,683 shares (“Private Placement Shares”) of Common Stock together with warrants (“Private Placement Warrants”) to purchase up to 159,683 shares of Common Stock at a combined price of $7.77 per Private Placement Share and accompanying Private Placement Warrant (together, the “Private Placement Securities”) (the “Additional Private Placement”).”

VACCINEX, INC. entered into Advisory Agreement with A.G.P./Alliance Global Partners valued at cash fee equal to $140,000 and reimbursement of $75,000 (effective 2024-03-27).

“In connection with the AGP Transactions, on March 27, 2024, the Company entered into a financial advisory agreement (the “Advisory Agreement”) with A.G.P./Alliance Global Partners (the “Financial Advisor”).”

VACCINEX, INC. entered into RDO Purchase Agreement with purchasers named therein valued at aggregate gross proceeds of approximately $1.5 million (effective 2024-03-27).

“On March 27, 2024, Vaccinex, Inc. (the “Company”) entered into a securities purchase agreement (the “RDO Purchase Agreement”) pursuant to which it agreed to issue and sell to the purchasers named therein (i) an aggregate of 193,000 shares (the “RDO Shares”) of the Company’s common stock (“Common Stock”) in a public offering and (ii) warrants (the “PIPE Warrants”) to purchase up to 193,000 shares of Common Stock in a concurrent private placement (collectively, the “AGP Transactions”).”

Jill Sanchez was appointed as Interim Chief Financial Officer at VACCINEX, INC..

“effective upon Mr. Royer’s retirement on March 14, 2024, Jill Sanchez, age 52, will serve as the Company’s Interim Chief Financial Officer and as its Principal Financial Officer and Principal Accounting Officer.”

Scott E. Royer retired as Chief Financial Officer at VACCINEX, INC..

“On February 27, 2024, Scott E. Royer notified Vaccinex Inc. (the “Company”) of his decision to retire from his position as the Company’s Chief Financial Officer effective March 14, 2024.”

VACCINEX, INC.: Implemented a 1-for-14 reverse stock split of the Company's issued common stock, effective at 5:00 p.m. Eastern Time on February 19, 2024, via a Certificate of Amendment to the Amended and Restated Certificate of Incorporation (effective 2024-02-19).

“On February 14, 2024, Vaccinex, Inc. (the “Company”) filed a Certificate of Amendment (the “Amendment”) to the Company’s Amended and Restated Certificate of Incorporation, as amended, with the Delaware Secretary of State to implement a reverse stock split of the Company’s issued shares of common stock at a ratio of 1-for-14, effective at 5:00 p.m. Eastern Time on Monday February 19, 2024 (the “Reverse Stock Split”), previously approved by the Company’s Board of Directors.”

VACCINEX, INC. shareholders approved Amendment to Certificate of Incorporation to effect a reverse stock split with a ratio between one-for-four and one-for-fourteen at the 2024-02-08 meeting.

“Proposal 1. The Company’s stockholders approved and adopted an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split of its issued common stock with one of several specified ratios between one-for-four and one-for-fourteen shares (the “Reverse Stock Split”), at the discretion of the Company’s Board of Directors (the “Board”). Votes For Votes Against Votes Abstained 7,075,432 258,830 37,142”

VACCINEX, INC. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“October 10, 2023, the Company received a letter from the Nasdaq Listing Staff stating that the Company has not regained compliance with the Minimum Bid Price Standard and that, as a result, unless the Company timely requests an appeal of this determination to a Nasdaq Hearings Panel, Nasdaq would move to suspend trading of the Company’s common stock and to have the Company’s securities delisted from the Nasdaq Capital Market. Accordingly, the Company intends to timely appeal the determination, which will automatically stay any suspension or delisting action pending the Hearings Panel’s decisio”

VACCINEX, INC. entered into Purchase Agreement with some of the purchasers in the Offering (effective 2023-09-28).

“On October 3, 2023, Vaccinex, Inc. (the “Company”) sold in a public offering an aggregate of 9,600,000 common share equivalents together with accompanying common stock warrants (“Common Warrants”), comprised of (i) 7,600,000 shares (“Shares”) of the Company’s common stock (“Common Stock”) together with Common Warrants to purchase up to 7,600,000 shares of Common Stock (“Warrant Shares”) and (ii) in lieu of Shares, pre-funded warrants (“Pre-Funded Warrants” and together with the Common Warrants, the “Warrants”) to purchase up to 2,000,000 Warrant Shares together with Common Warrants to purchase up to 2,000,000 Warrant Shares (the “Offering”).”

VACCINEX, INC. entered into Stock Purchase Agreement with the investors named therein (the "Investors") valued at aggregate gross proceeds of approximately $582,500 (effective 2023-09-20).

“On September 20, 2023, Vaccinex, Inc. (the “Company”) entered into a stock purchase agreement (the “Stock Purchase Agreement”) pursuant to which the Company agreed to issue and sell to the investors named therein (the “Investors”) an aggregate of 3,733,973 shares of common stock, par value $0.0001 per share, of the Company (the “Shares”), at a purchase price of $0.156 per Share (the “Private Placement”).”

VACCINEX, INC.: Filing of Certificate of Amendment to effect a 1-for-15 reverse stock split (effective 2023-09-25).

“On September 22, 2023, Vaccinex, Inc. (the “Company”) filed a Certificate of Amendment (the “Amendment”) to the Company’s Amended and Restated Certificate of Incorporation, with the Delaware Secretary of State to implement a reverse stock split of the Company’s issued shares of common stock at a ratio of 1-for-15, effective at 5:00 p.m. Eastern Time on September 25, 2023 (the “Reverse Stock Split”), previously approved by the Company’s Board of Directors.”

VACCINEX, INC. shareholders approved Approve amendment to certificate of incorporation to effect a reverse stock split at the 2023-09-08 meeting.

“Proposal 1. The Company’s stockholders approved and adopted an amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of its issued common stock with one of several specified ratios between one-for-eight and one-for-fifteen shares (the “Reverse Stock Split”), at the discretion of the Company’s Board of Directors (the “Board”). Votes For Votes Against Votes Abstained 43,464,926 2,041,760 135,207”

VACCINEX, INC. entered into Stock Purchase Agreement with the investors named therein valued at aggregate gross proceeds of approximately $650,000 (effective 2023-08-18).

“On August 18, 2023, Vaccinex, Inc. (the “Company”) entered into a stock purchase agreement (the “Stock Purchase Agreement”) pursuant to which the Company agreed to issue and sell to the investors named therein (the “Investors”) an aggregate of 3,140,095 shares of common stock, par value $0.0001 per share, of the Company (the “Shares”), at a purchase price of $0.207 per Share (the “Private Placement”).”

VACCINEX, INC. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).

“completed fiscal years (the “Alternative Standards”). The Notice noted that the Company’s Form 10-Q for the period ended March 31, 2023 disclosed stockholders’ equity of $2.4 million as of March 31, 2023 and that, as of May 24, 2023, the Company did not meet the Alternative Standards. The Notice has no immediate effect on the Company’s listing on the Nasdaq”

VACCINEX, INC. entered into Stock Purchase Agreement with certain accredited investors valued at approximately $2.96 million (effective 2023-05-12).

“On May 12, 2023, Vaccinex, Inc. (the “Company”) entered into a stock purchase agreement (the “Stock Purchase Agreement”) pursuant to which the Company agreed to issue and sell 7,908,516 shares of common stock of the Company (the “Shares”) at a purchase price of $0.37428 per Share for aggregate gross proceeds of approximately $2.96 million.”

VACCINEX, INC. shareholders approved Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-05-11 meeting.

“The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. Votes For Votes Against Votes Abstained 34,406,314 108,269 83,727”

VACCINEX, INC. entered into Stock Purchase Agreement with Vaccinex (Rochester), L.L.C. and FCMI Parent Co. valued at aggregate gross proceeds of approximately $2.04 million (effective 2023-03-30).

“On March 30, 2023, Vaccinex, Inc. (the “Company”) entered into a stock purchase agreement (the “Stock Purchase Agreement”) pursuant to which the Company agreed to issue and sell 4,975,608 shares of common stock of the Company (the “Shares”) at a purchase price of $0.41 per Share for aggregate gross proceeds of approximately $2.04 million.”

VACCINEX, INC. entered into Registration Rights Agreement with certain of the Investors (effective 2022-11-22).

“On November 22, 2022, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with certain of the Investors that affords such Investors certain registration rights with respect to the Shares.”

VACCINEX, INC. entered into Stock Purchase Agreement with the investors named therein valued at approximately $3.8 million (effective 2022-11-18).

“On November 18, 2022, Vaccinex, Inc. (the “Company”) entered into a stock purchase agreement (the “Stock Purchase Agreement”) pursuant to which the Company agreed to issue and sell to the investors named therein an aggregate of 6,112,031 shares of common stock, par value $0.0001 per share, of the Company (the “Common Stock”), at a purchase price of $0.5293 per Share.”

Jeff Goater departed as Director at VACCINEX, INC..

“On March 3, 2022, Jeff Goater informed Vaccinex, Inc. (the “Company”) that due to new responsibilities and conflicting demands on his time, he will not stand for re-election as a director at the Company’s 2022 annual meeting of stockholders.”