UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
Filed
by the Registrant x
Filed by a Party other than the Registrant ¨
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to § 240.14a-12
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SELLAS
LIFE SCIENCES GROUP, INC.
(Name of Registrant as Specified In Its
Charter)
(Name of Person(s) Filing Proxy Statement
if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box)
x
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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Filing Party:
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Date Filed:
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SUPPLEMENT TO
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
AND PROXY STATEMENT, DATED APRIL 22, 2020
FOR THE VIRTUAL ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON JUNE 9, 2020
This
supplement (the “Supplement”) provides updated information with respect to the 2020 Annual Meeting of Stockholders
(the “Annual Meeting”) of SELLAS Life Sciences Group, Inc. (“SELLAS”) to be held on June 9, 2020.
On
April 22, 2020, SELLAS commenced distributing to its stockholders a Notice of the 2020 Annual Meeting of Stockholders and
Definitive Proxy Statement (the “Notice and Proxy Statement”) for the Annual Meeting. This Supplement, including
the press release dated May 22, 2020 included below which describes a change in the location of the Annual Meeting from an
in-person to a virtual-only meeting, should be read in conjunction with the Notice and Proxy Statement. Except as specifically
revised by the information contained herein, this Supplement does not revise or update any of the other information set forth in
the Notice and Proxy Statement.
SELLAS to Host Virtual Annual Meeting
of Stockholders
NEW YORK, May 22, 2020 -- SELLAS Life Sciences
Group, Inc. (Nasdaq: SLS) (“SELLAS” or the “Company”), a late-stage clinical biopharmaceutical company
focused on the development of novel cancer immunotherapies for a broad range of cancer indications, today announced that it will
hold its 2020 Annual Meeting of Stockholders (the “Annual Meeting”) virtually due to the public health impact of the
coronavirus (COVID-19) pandemic and to prioritize the health and well-being of meeting participants.
The Annual Meeting will be held in a virtual-only
format on Tuesday, June 9, 2020, at 8:30 a.m., Eastern Time. The date and time of the Annual Meeting, as disclosed in the previously
distributed Notice of the Annual Meeting and Definitive Proxy Statement (the “Notice and Proxy Statement”), has not changed.
Stockholders of record and registered beneficial
owners as of the close of business on April 13, 2020 will be able to vote and ask questions during the meeting through the online
platform. Online access to the Annual Meeting will begin at 8:15 a.m. Eastern Time. Stockholders will not be able to attend the
Annual Meeting in person.
SELLAS encourages stockholders to vote
and submit their proxies in advance of the Annual Meeting by one of the methods described in the proxy materials for the Annual
Meeting.
Attending the Virtual Annual Meeting
Stockholders of record as of April 13,
2020 can attend the meeting by accessing www.meetingcenter.io/257687071 and entering the 15-digit control number found on their
proxy card, voting instruction form, notice of internet availability of proxy materials, or email previously received. Stockholders
may vote during the Annual Meeting by following the instructions available on the meeting website during the meeting.
Participating, Voting Electronically
and Submitting Questions at the Virtual Annual Meeting
Stockholders of Record
Stockholders of record will be able to
participate in the Annual Meeting, vote electronically and submit questions during the live webcast of the meeting, without advance
registration. The two items of information needed to access the live webcast of the meeting are the following:
The 15-digit control number found on the
proxy card, voting instruction form, notice of internet availability of proxy materials, or email previously received
Meeting password: SLS2020
Beneficial Owners
Beneficial stockholders as of April 13,
2020 who hold shares through an intermediary, such as a bank, broker or nominee, and who want to attend the Annual Meeting, must
register in advance to participate in the Annual Meeting, vote electronically and submit questions during the live webcast of the
meeting. To register in advance, beneficial stockholders must obtain a legal proxy from the bank, broker or other nominee that
holds their shares giving them the right to vote the shares and must forward a copy of the legal proxy along with their email address
to Computershare Trust Company, N.A. (“Computershare”).
Requests for registration should be directed
to Computershare by email at legalproxy@computershare.com no later than 5:00 p.m. Eastern Time, on June 4, 2020. Stockholders
will receive a confirmation of their registration and instructions on how to attend the meeting by email after Computershare receives
registration materials.
Questions
Stockholders may submit questions in advance
of the Annual Meeting by emailing the question, along with proof of ownership, to questions2020@sellaslife.com prior to 8:30 a.m.
Eastern Time on June 8, 2020. Stockholders may also submit questions during the Annual Meeting through the online platform in accordance
with the instructions above. The Company will, subject to time constraints, answer all questions that are pertinent to the business
of the Annual Meeting and will give priority to questions submitted in advance.
The proxy materials, including the proxy
card and Notice of Internet Availability of Proxy Materials, previously distributed along with the Notice and Proxy Statement,
will not be updated to reflect the change in location and may continue to be used to vote shares in connection with the Annual
Meeting.
About SELLAS Life Sciences Group, Inc.
SELLAS is a late-stage clinical biopharmaceutical
company focused on the development of novel cancer immunotherapeutics for a broad range of cancer indications. SELLAS’ lead
product candidate, galinpepimut-S (GPS), is licensed from Memorial Sloan Kettering Cancer Center and targets the Wilms Tumor 1
(WT1) protein, which is present in an array of tumor types. GPS has potential as a monotherapy or in combination to address a broad
spectrum of hematologic malignancies and solid tumor indications. SELLAS’ second product candidate, nelipepimut-S (NPS),
is a HER2-directed cancer immunotherapy with potential for the treatment of patients with early stage breast cancer with low to
intermediate HER2 expression, otherwise known as HER2 1+ or 2+, which includes triple negative breast cancer patients, following
standard of care. For more information on SELLAS, please visit www.sellaslifesciences.com.
Investor Contacts
Adam Holdsworth
PCG Advisory
646-862-4607
adamh@pcgadvisory.com
SELLAS Life Sciences Group, Inc.
Investor Relations
917-438-4353
info@sellaslife.com
Source: SELLAS Life Sciences Group
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