Sutro Biopharma, Inc. (STRO) June 5, 2026 Annual General Meeting Transcript

Good day, and welcome to the Sutro Biopharma 2026 Annual Meeting of Stockholders. I would now like to turn the conference over to Jane Chung. Please go ahead.

Thank you, Ellie. Good morning, ladies and gentlemen. I'm Jane Chung, CEO of Sutro Biopharma. I became the CEO in March of last year with our strategic pivot when we committed to delivering three INDs or programs into the clinic in three years. We're now on track and accelerating to I would like to first introduce the following members of the Board of Directors who are with us this morning. I would also like to introduce our Chief Scientific Officer, Hans-Peter Gerber, our Chief Financial Officer, Greg Chow, our Clinical Head of Development, Jonathan Fawcett, who are with us this morning. Louis Larson from L Squared Elections, LLC, will be acting as Inspector of Elections for this meeting, and I will serve as chair. I also want to introduce Adam Conway of Fenwick and West LLP, our legal counsel, who will act as secretary of the meeting and keep the minutes, and Sam Wichisakera of Ernst & Young LLP, our independent registered public accountant, each of whom is present with us today. We will now conduct the formal business matters of the meeting. April 7, 2026, was fixed by the Board of Directors as the record date for the proposals to be voted on at this meeting. Only holders of the company's common stock as of the close of the business on the record date are entitled to receive notice of and to vote at this meeting. I present to the meeting an affidavit of Broadridge Financial Solutions, attesting that a notice of Internet availability of proxy materials was mailed on or about April 22, 2026, to each holder of the company's common stock as of the close of business on the record date. The affidavit of mailing of the notice will be attached to the minutes of this meeting. Broadridge Financial Solutions has examined the proxies received and reports that 13,899,673 shares, or 83.89% of the total shares of common stock of Sutro Biopharma entitled to vote, are represented by proxies or in person at this meeting. A majority of the votes entitled to be cast are represented at this meeting, either in person or by proxy. A quorum is therefore present, and the meeting may now proceed. I will now review the agenda and voting procedures. We have three proposals which the stockholders will be voting. Proposal number one is the election of three Class II directors, each to serve a three-year term, which will expire at the 2029 Annual Meetings of Stockholders. Proposal number two is the ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. Proposal number three is to approve, on a non-binding advisory basis, the compensation of the named executive officers as disclosed in the proxy statement. If you have previously returned a proxy or voted by phone or through the Internet and do not wish to revoke your proxy or change your vote, then you do not need to vote at this meeting. Your vote has already been included in the proxy count. If you did not return a proxy or wish to change your vote, you may submit a completed ballot by clicking the voting button in the bottom right-hand corner of your screen and then making your selection in the window that opens. We will give you time to submit your ballots, if necessary, once we open the polls shortly. Proposal number one is the nomination and election of three Class II directors. The Board of Directors has nominated each of Connie Matsui, James Panik, and myself, Jane Chung, to be elected as directors of the company for the next three years and until his or her successor is duly elected and qualified or until each director's early resignation or removal. Our bylaws require that a stockholder provide advance notice of their intent to nominate persons as directors. No such notice was received. Accordingly, I declare the nominations for directors closed. Proposal number two is to ratify the appointment of Ernst & Young, LLP, as our independent registered public accounting firm for the fiscal year ending December 31, 2026. And proposal number three is to prove on a non-binding advisory basis the compensation of the named executive officers as disclosed in the proxy statement. While the results of this advisory vote are not binding, the Compensation Committee will consider the outcome of the vote in deciding whether to take any action as a result of the vote And when making future compensation decisions for our named executive officers. Because no further business is scheduled to come before the stockholders, it is now approximately 8.05 on June 5, 2026, and the polls are now open. If you did not return a proxy or wish to change your vote, you may submit a completed ballot now by clicking the voting button in the bottom right-hand corner of your screen and then making your selection in the window that opens. It is now approximately 8.06 on June 5, 2026, and I declare the polls for each matter voted upon at this meeting closed. The results, the vote required for proposal number one to elect class two directors is a plurality of the votes cast, which means that three individuals nominated for election to the board of directors at this meeting receiving the most affirmative four votes of the shares present and represented at this meeting will be elected. Each of the nominees The vote required to approve Propulsion No. 2 to ratify the appointment of Ernst & Young LLP as their independent registered public accounting firm for the fiscal year ending December 31, 2026, is an affirmative four vote for the majority of the voting power of the shares present or represented by proxy at this meeting and voted for or against the matter. Ernst & Young LLP has been ratified as Sutro Biopharma's independent registered public accounting firm for the fiscal year, ending December 31, 2026, by the requisite majority. The vote required to approve Proposal No. 3 on a non-binding advisory basis for the compensation of the named executive officers, as disclosed in the proxy statement, is an affirmative for vote for the majority of the voting power of the chairs present or represented by proxy at this meeting and voted for or against the matter. The compensation of the named executive officers as disclosed in the proxy statement is approved on a non-binding advisory basis for the requisite majority. This concludes the business portion of the meeting. There being no other business to conduct, I hereby declare the business portion of the meeting adjourned. At this time, we would like to answer any questions from our stockholders. Please feel free to ask any question by pressing the Q&A button in the lower right-hand corner of your screen and then typing your question into the window that appears. Please testify to whom of the company's management team or to our accountant the question is directed.

There being no further questions, I hereby declare the meeting adjourned. I would like to thank you all very much for attending our 2026 Annual Meeting of Stockholders.

The conference is now concluded.

Thank you for attending today's presentation.

You may now disconnect.