April 8, 2026

What Do Biotech Annual Meetings Look Like? And What is IR’s Involvement?

For many executives at newly public biotechs, the first Annual Shareholder Meeting (ASM) or Annual General Meeting (AGM) arrives with an outsized sense of dread. Visions of hostile questions, activist theatrics, or awkward public missteps loom large. The reality, however, is far more mundane.

Public biotechs’ annual meetings are, in practice, perfunctory corporate hygiene. They exist to satisfy legal and exchange requirements, not to advance a company’s investment narrative. Understanding this – and leaning into it appropriately – is the first best practice.

Accept the reality: these are not investor events

Annual meetings at public biotechs are almost never strategic communications moments. They are:

• Short
• Scripted
• Procedural
• Lightly (if at all) attended

In the post-COVID world, they are also almost entirely virtual. Even companies with substantial market capitalizations routinely see attendance measured in dozens, not hundreds. Many attendees are retail shareholders logging in out of curiosity rather than conviction.

Trying to turn an annual meeting into a mini-investor day is a mistake. That work belongs elsewhere – on data calls, at conference presentations, or on dedicated R&D days.

Keep it virtual, simple, and tightly controlled

Virtual-only meetings are now the norm and, for biotechs, they are usually the optimal format. They reduce cost, minimize logistical risk, and – importantly – give the company complete control over timing, sequencing, and participation.

Most public biotechs’ annual meetings follow a similar structure:

• Call to order
• Confirmation of quorum
• Announcing the voting results for directors
• Announcing the ratification (or otherwise) of auditors
• Announcing the approval (or otherwise) of equity plans or other matters (if applicable)
• Formal adjournment

That’s it.

The meeting often lasts less than ten minutes. That is not a failure; it’s a success.

Don’t hold a Q&A – and don’t feel guilty about it

One of the most common questions I get from first-time public company management teams is whether or not they should allow live Q&A.

In practice, most public biotech annual meetings do not. And for good reason.

Annual meetings are governed by corporate law, not IR best practice. Any live Q&A introduces legal risk, selective disclosure concerns, and the possibility of off-message commentary. As a result, meetings are almost always scripted by outside counsel and read verbatim by management. They should not be punctuated by oddball questions from (potentially uninformed or unprofessional) retail holders.

Those companies who opt to host a Q&A segment are best served by requiring questions to be submitted in writing several days before the meeting (both for consideration, and for the preparation of answers).

Let the lawyers script it – then rehearse anyway

Another best practice: accept that lawyers will script the meeting, but don’t underestimate the importance of execution.

Even a six-minute meeting benefits from rehearsal. Management should be comfortable with:

• The sequence of motions
• The exact wording of resolutions
• Transitions between speakers
• The mechanics of the virtual platform

Nothing undermines credibility faster than fumbling through a meeting that is meant to be routine. From an investor’s perspective, smooth execution signals operational competence. Awkward pauses, technical confusion, or uncertainty over voting mechanics do the opposite.

Do not present. Do not improvise

This point bears repeating: do not include a company presentation as part of the proceedings.

Annual meetings are not the venue for pipeline updates, strategic commentary, or forward-looking color. Any such disclosure risks inconsistency with prior public statements and invites unnecessary scrutiny.

Likewise, do not improvise remarks “off script.” Even seemingly innocuous comments can create disclosure asymmetries or future liability. The safest, and most professional, approach is disciplined adherence to the approved script.

Communicate expectations in advance

One quiet best practice is expectation-setting.

The proxy statement and meeting notice should make it clear what the meeting is – and what it is not. Virtual attendance instructions, voting procedures, and the absence of Q&A should all be explicit. This reduces frustration and prevents shareholders from feeling misled.

Well-run biotech companies treat the annual meeting as a compliance exercise, not a relationship-building exercise.

Measure success correctly

A successful annual meeting is one that:

• Achieves quorum
• Passes the required proposals
• Runs smoothly
• Ends on time

If no one writes about it, tweets about it, or asks questions afterward, that is usually a positive outcome.

What role does IR play in annual meetings?

Since IR is a key touchpoint for investors, it’s commonplace for an internal or external partner to reach out to known large investors ahead of time and encourage them to vote.

Such communications typically take the form of emails and are often best directed to a fund’s back office – with the message including a fund’s voting number/identifier to make the process easier.

This outreach – which might also include an invitation to speak with management ahead of the meeting to discuss any pertinent issues (especially if ISS or Glass Lewis & Co. have issued guidance to vote against one or more of the company’s proposals) – should take place in the 3-4 weeks before the meeting.

Note that the vast majority of votes will nevertheless be cast in the immediate few days before the virtual meeting is held.

IR’s role should also be to ensure that the annual meeting is not perceived as, nor planned to be, an investor relations event.