CARTESIAN THERAPEUTICS INC. 2023-2024 Proxy Voting Records

Description as filed by funds: Election of Directors: Carrie S. Cox

CARTESIAN THERAPEUTICS INC.’s own tally for this item (“Elect Director: Carrie S. Cox”): 11,829,626 for, 316,083 withheld, per its Form 8-K filed June 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Based on the votes set forth above, each director nominee was duly elected to serve until the Company's 2027 Annual Meeting of Stockholders, and until their respective successors have been duly elected and qualified.”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 29 managers: 435,717 for, 103,536 withheld. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports, all 1 managers: 107,069 withheld.

Description as filed by funds: Election of Directors: Murat Kalayoglu, M.D., Ph.D.

CARTESIAN THERAPEUTICS INC.’s own tally for this item (“Elect Director: Murat Kalayoglu, M.D., Ph.D.”): 12,106,239 for, 39,470 withheld, per its Form 8-K filed June 17, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Based on the votes set forth above, each director nominee was duly elected to serve until the Company's 2027 Annual Meeting of Stockholders, and until their respective successors have been duly elected and qualified.”
Support: 99.6% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 29 managers: 539,253 for. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports, all 1 managers: 107,069 for.

Description as filed by funds: To approve an amendment to the Company's restated certificate of incorporation, as amended, to effect a reverse stock split of the Company's issued and outstanding Common Stock, at a ratio in the range of 1-for-20 and 1-for-30, with such ratio to be determined at the discretion of the board of directors of the Company.

CARTESIAN THERAPEUTICS INC.’s own tally for this item (“2. Approval of an amendment to the Company's restated certificate of incorporation, as amended (the "Charter"), to effect a reverse stock split of the Company's issued and outstanding Common Stock, at a ratio in the rang”): 114,747,625 for, 6,237,877 against — passed, per its Form 8-K filed March 28, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the stockholders approved the Reverse Stock Split Proposal.”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

No total is shown for the fund voting reports: their sum exceeds the company's reported shares outstanding. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports, all 1 managers: 3,167,000 for.

Description as filed by funds: To approve, in accordance with Nasdaq Listing Rule 5635(a), the issuance of shares of Cartesian Therapeutics, Inc. (the "Company")'s common stock, par value $0.0001 per share ("Common Stock"), upon conversion of the Company's Series A Non-Voting Convertible Preferred Stock, par value $0.0001 per share.

CARTESIAN THERAPEUTICS INC.’s own tally for this item (“1. Approval of the issuance of shares of the Company's Common Stock upon conversion of the Series A Preferred Stock (the "Conversion Proposal")”): 87,791,910 for, 2,865,444 against — passed, per its Form 8-K filed March 28, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “In order to comply with applicable Nasdaq rules, the Company instructed the inspector of elections to conduct a separate tabulation that subtracted 6,723,639 shares of Common Stock from the total number of shares of Common Stock that voted in favor of the Conversion Proposal to determine whether th…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

No total is shown for the fund voting reports: their sum exceeds the company's reported shares outstanding. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports, all 1 managers: 3,167,000 for.

Description as filed by funds: To approve the adjournment or postponement of the special meeting of stockholders of the Company, if necessary, to continue to solicit votes for Proposal Nos. 1 or 2.

CARTESIAN THERAPEUTICS INC.’s own tally for this item (“3. Approval of the adjournment or postponement of the Special Meeting, if necessary, to continue to solicit votes for Proposal Nos”): 114,948,498 for, 7,889,418 against — passed, per its Form 8-K filed March 28, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the stockholders approved the Adjournment Proposal.”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the company's reported shares outstanding.

Showing the 25 largest of 28 asset managers. All 28 are in the interactive database (link above).

Description as filed by funds: To approve the Cartesian Therapeutics, Inc. Amended and Restated 2016 Incentive Award Plan, which is an amendment and restatement of the Selecta Biosciences, Inc. 2016 Incentive Award Plan

CARTESIAN THERAPEUTICS INC.’s own tally for this item (“3. Approval of the Cartesian Therapeutics, Inc. Amended and Restated 2016 Incentive Award Plan, which is an amendment and restatement of the Selecta Biosciences, Inc. 2016 Incentive Award Plan”): 11,273,065 for, 856,549 against — passed, per its Form 8-K filed June 17, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the stockholders approved the Cartesian Therapeutics, Inc. Amended and Restated 2016 Incentive Award Plan.”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 29 asset managers below reported 1,321 for, 537,932 against.

Showing the 25 largest of 29 asset managers. All 29 are in the interactive database (link above).

Description as filed by funds: To approve, on a non-binding and advisory basis, a resolution approving the compensation of Cartesian Therapeutics, Inc.'s named executive officers, as described in the accompanying proxy statement under "Executive and Director Compensation."

CARTESIAN THERAPEUTICS INC.’s own tally for this item (“2. Approval, on a non-binding and advisory basis, of a resolution approving the compensation of the Company's named executive officers”): 11,684,828 for, 443,703 against — passed, per its Form 8-K filed June 17, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the stockholders approved on a non-binding and advisory basis, a resolution approving the compensation of our named executive officers.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 29 managers: 374,716 for, 164,537 against. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports, all 62 managers: 595,270 for, 300,011 against, 103 abstained. Showing the 25 largest; every one is in the interactive database (link above).

Description as filed by funds: To ratify the appointment of Ernst & Young LLP as Cartesian Therapeutics, Inc.'s independent registered public accounting firm for the fiscal year ending December 31, 2024.

CARTESIAN THERAPEUTICS INC.’s own tally for this item (“4. Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024”): 13,537,162 for, 212,286 against — passed, per its Form 8-K filed June 17, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 29 managers: 539,253 for. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports, all 1 managers: 107,069 for.