PROXY STATEMENT
FOR THE
2026 ANNUAL MEETING OF SHAREHOLDERS
To Be Held at 1:00 p.m. Pacific Time on November 13, 2026
This Proxy Statement and the enclosed form of proxy are furnished in connection with the solicitation of proxies by our board of directors (the “Board”) for use at the 2026 Annual Meeting of shareholders of eXoZymes Inc, a Nevada Corporation, and any postponements, adjournments or continuations thereof (the “Annual Meeting”). The Annual Meeting will be held on November 13, 2026 at 1:00 p.m. Pacific Time. The Annual Meeting will be held live via the internet, at www.virtualshareholdermeeting.com/EXOZ2026. You will not be able to attend the meeting in person. This Proxy Statement and our annual report are first being mailed or available to shareholders on or about September 28, 2026 to all shareholders entitled to vote at the Annual Meeting.
The information provided in the “question and answer” format below is for your convenience only and is merely a summary of the information contained in this Proxy Statement. You should read this entire Proxy Statement carefully. Information contained on, or that can be accessed through, our website is not intended to be incorporated by reference into this Proxy Statement and references to our website address in this Proxy Statement are inactive textual references only.
All references to “eXoZymes,” “Company,” “we,” “our,” “us,” or similar terms refer to eXoZymes Inc and our direct, wholly and partially-owned subsidiaries.
What matters am I voting on?
You will be voting on the following proposals:
• | To elect the six nominees to serve as directors until the 2026 Annual Meeting of shareholders or until their successors are duly elected and qualified; and |
• | To ratify the appointment of RBSM LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2026; |
Additionally, shareholders may be asked to transact any other business as may properly come before the Annual Meeting or any adjournment or postponement thereof. As of the date of this Proxy Statement, we are not aware of any other matters that will be presented for consideration at the Annual Meeting.
How does the Board recommend I vote on these proposals?
Our Board recommends a vote:
• | “FOR” the election of all of the nominees for directors, and. |
• | “FOR” the ratification of the appointment of RBSM LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2026. |
Who is entitled to vote?
Holders of our shares of common stock, as of the close of business on September 15, 2026, the record date for the Annual Meeting (the “Record Date”), will be entitled to notice of and to vote at the Annual Meeting.
Registered Shareholders. If on the Record Date, our common shares are registered directly in your name with our transfer agent, you are considered the shareholder of record with respect to those shares and the notice was provided to you directly by us. As the shareholder of record, you have the right to grant your voting proxy directly to the individuals listed on the proxy card or vote on your own behalf at the Annual Meeting. Throughout this Proxy Statement, we refer to these registered shareholders as “shareholders of record.”
Street Name Shareholders. If on the Record Date, our common shares are held on your behalf in a stock brokerage account, or by a bank, trustee or other nominee, you are considered the beneficial owner of shares held in “street name,” and the Notice was forwarded to you by your broker or nominee, who is considered the shareholder of record with respect to those shares. As the beneficial owner, you have the right to direct your broker, bank or other nominee as to how to vote your shares and are also invited to attend the Annual Meeting. However, since a beneficial owner is not the shareholder of record, you may not vote your shares on your own behalf at the Annual Meeting unless you follow your broker or nominee’s procedures for obtaining a legal proxy. Your broker or nominee is obligated to provide you with
