MERSANA THERAPEUTICS INC. 2024-2025 Proxy Voting Records

Description as filed by funds: Election of Class II Directors, each to serve until the 2028 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified: Allene M. Diaz

MERSANA THERAPEUTICS INC.’s own tally for this item (“Elect Director: Allene M. Diaz”): 63,634,144 for, 1,190,888 against, per its Form 8-K filed June 13, 2025 (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: “Proposal 1 - Election of Directors The Company's stockholders elected the three persons listed below as Class II directors, each to serve until the Company's 2028 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 32 asset managers below reported 15,595,524 for, 195,956 against.

Showing the 25 largest of 32 asset managers. All 32 are in the interactive database (link above).

Description as filed by funds: Election of Class II Directors, each to serve until the 2028 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified: Andrew A. F. Hack, M.D., Ph.D.

MERSANA THERAPEUTICS INC.’s own tally for this item (“Elect Director: Andrew A. F. Hack, M.D., Ph.D.”): 63,779,513 for, 1,058,769 against, per its Form 8-K filed June 13, 2025 (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: “Proposal 1 - Election of Directors The Company's stockholders elected the three persons listed below as Class II directors, each to serve until the Company's 2028 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 32 asset managers below reported 15,595,524 for, 195,956 against.

Showing the 25 largest of 32 asset managers. All 32 are in the interactive database (link above).

Description as filed by funds: Election of Class II Directors, each to serve until the 2028 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified: Kristen M. Hege, M.D.

MERSANA THERAPEUTICS INC.’s own tally for this item (“Elect Director: Kristen M. Hege, M.D.”): 49,598,858 for, 15,237,596 against, per its Form 8-K filed June 13, 2025 (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: “Proposal 1 - Election of Directors The Company's stockholders elected the three persons listed below as Class II directors, each to serve until the Company's 2028 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified.”
Support: 76% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 32 asset managers below reported 14,998,682 for, 792,798 against.

Showing the 25 largest of 32 asset managers. All 32 are in the interactive database (link above).

Description as filed by funds: TO APPROVE AN AMENDMENT TO THE COMPANY'S FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION, AS AMENDED, TO EFFECT A REVERSE STOCK SPLIT OF THE COMPANY'S ISSUED SHARES OF COMMON STOCK AT A RATIO WITHIN THE RANGE OF NOT LESS THAN 1-FOR-2 AND NOT GREATER THAN 1-FOR-25, WITH THE EXACT RATIO WITHIN SUCH RANGE AND THE IMPLEMENTATION AND TIMING OF SUCH REVERSE STOCK SPLIT TO BE DETERMINED AT THE SOLE DISCRETION OF THE BOARD OF DIRECTORS, WITHOUT FURTHER APPROVAL OR AUTHORIZATION OF THE STOCKHOLDERS.

MERSANA THERAPEUTICS INC.’s own tally for this item (“4. Reverse Stock Split Proposal”): 83,480,640 for, 2,489,457 against — passed, per its Form 8-K filed June 13, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 4 – Reverse Stock Split Proposal The Company's stockholders approved Proposal 4.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 32 asset managers below reported 15,791,480 for.

Showing the 25 largest of 32 asset managers. All 32 are in the interactive database (link above).

Description as filed by funds: TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.

MERSANA THERAPEUTICS INC.’s own tally for this item (“2. Advisory Vote on Executive Compensation”): 63,571,120 for, 1,136,066 against — passed, per its Form 8-K filed June 13, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 – Advisory Vote on Executive Compensation The Company's stockholders approved Proposal 2.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of MERSANA THERAPEUTICS INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (3 managers, 145,659 for).

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 32 managers: 15,791,480 for. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports, all 72 managers: 35,077,768 for, 18,460 against. Showing the 25 largest; every one is in the interactive database (link above).

Description as filed by funds: TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2025.

MERSANA THERAPEUTICS INC.’s own tally for this item (“3. Ratification of Selection of Independent Registered Public Accounting Firm”): 85,866,981 for, 337,691 against — passed, per its Form 8-K filed June 13, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 – Ratification of Selection of Independent Registered Public Accounting Firm The Company's stockholders approved Proposal 3.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 32 asset managers below reported 15,791,010 for, 470 against.

Showing the 25 largest of 32 asset managers. All 32 are in the interactive database (link above).