Syndax Pharmaceuticals, Inc. ($SNDX)

Hello, and welcome to the 2026 Annual Meeting of Stockholders of Syndax Pharmaceuticals Inc. Please note that today's meeting is being recorded. [Operator Instructions] It is my pleasure to turn today's meeting over to Dennis Podlesak, Chairman of the Board of Directors of Syndax. Mr. Podlesak, the floor is yours.

Thank you. Yes, good morning. I am Dennis Podlesak, Chairman of Syndax Pharmaceuticals. And it's my pleasure to welcome you to the Syndax Pharmaceuticals 2026 Stockholders Meeting. Before I call the meeting to order, I'd like to introduce to you the members of the Board and the executive team who are with us today. The other members of the Board are Michael Metzger, our CEO; Marty Huber; Jennifer Jarrett; Keith Katkin; Pierre Legault and Aleksandra Rizo. The officers of the company on this virtual meeting are Luke Albrecht, our General Counsel, Keith Goldan, our Chief Financial Officer. And I'd also like to introduce Jeff Kirkland and Tini Kaporo, representatives of Deloitte & Touche, the company's auditors, who are available to respond to appropriate questions. With that, I'll call the meeting to order. The meeting will now officially start will proceed with the formal business of the meeting as set forth in your notice of the annual meeting and proxy statement. After the formal part of our meeting, we'll give you an opportunity to ask any questions you may have. I'd like to turn the meeting over now to Michael Metzger and Luke Albrecht.

Thank you, Dennis. Will the Secretary please report at this time with respect to the mailing of the notice of the meeting and the stockholders list.

I have a complete list of the stockholders of record of the company's common stock on April 21, 2026, the record date for this meeting. I also have an affidavit certifying that on April 30, 2026, a notice of Annual Meeting of Stockholders of the company was deposited in the United States mail to all stockholders of record.

At this time, I would like to introduce Sue Nelson of Computershare. I'm appointing Ms. Nelson to act as the Inspector of Election at this meeting. Ms. Nelson has taken and subscribed to customary oath of office to execute her duties with strict de-partiality. We will file this oath with the records of the meeting. Her function is to decide upon the qualification of voters, accept their votes and when balloting on all matters is complete, to tally the final votes. Will the Secretary please report at this time with respect to the existence of a quorum?

I have been informed by the Inspector of Election, the proxies have been preliminarily received for 66,797,451 of the 88,595,948 shares of common stock outstanding on the record date, representing approximately 75% of the total number of outstanding shares. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting. If there are any additional proxies to be submitted to the inspector of election please do so at this time.

We will now proceed with the formal business of this meeting. There are five proposals to be considered by the stockholders at this meeting.

Time is now 12:04 on June 10, 2026, and the polls are now open for voting on all matters to be presented. The polls will be closed to voting after we go through the matters to be voted on.

The first item of business is the election of two Class I directors to serve until the 2029 Annual Meeting and until their successors are elected. The nominees for Class I directors are Pierre Legault and Michael Metzger. Are there any questions? The second item of business is the approval on an advisory basis of the compensation of our named executive officers as disclosed in our proxy statement. Are there any questions? The third item of business today is the ratification of the selection by the Audit Committee of the Board of Directors of Deloitte & Touche LLP as the independent auditors of the company for the fiscal year ending 2026. Are there any questions? The fourth item of business today is the approval of the Syndax Pharmaceuticals, Inc. 2026 Equity Incentive Plan. Are there any questions? The last item of business today is the approval of the Syndax Pharmaceuticals 2026 employee stock option purchase plan. Are there any questions? That was the final proposal for today's meeting. The Secretary will now describe the voting procedures.

Voting is by proxy and via online ballot. You do not need to vote if you've already sent in your signed proxy or if you have submitted your proxy during this meeting. If there is anyone in attendance whether or not you already submitted a proxy, who now want to vote, please submit your ballot via the internet. Each share of common stock is entitled to 1 vote. The time is now 12:06 and the polls are now closed for voting.

May we have the results of the voting?

The preliminary report of the Inspector of Election covering the proposals presented at this meeting is as follows: The proposal to elect Mr. Legault; and Mr. Metzger as Class I Directors of the company is carried with each director receiving votes from a majority of the shares voted. The proposal to approve on an advisory basis the compensation of our named executive officers as disclosed in our proxy statement, is carried with only over 94% voting in favor. The appointment of Deloitte & Touche as independent auditors for the fiscal year ending 2026 is ratified with over 99% voting in favor. The proposal to approve the Syndax Pharmaceuticals 2026 Equity Incentive Plan, as disclosed in our proxy statement, is carried with over 56% voting in favor. Lastly, the proposal to approve the Syndax Pharmaceuticals 2026 Employee Stock Purchase Plan as disclosed in our proxy statement is carried with over 99% voting in favor. We expect to report our preliminary voting results or if available to us on a timely basis, our final voting results on a current report on Form 8-K to be filed with the SEC within four business days after the end of this meeting. If not earlier reported, we expect to report our final voting results in an amendment to our Form 8-K within four business days after the final results are known to us.

This concludes the formal portion of today's meeting.

The meeting is adjourned. At this time, we would like to take any questions you might have for us. Michael, I will check to see if there are any stockholder questions submitted. There are no questions. Operator?

This concludes the meeting. You may now disconnect.