Dynavax Urges Stockholders to Support Its Director Nominees at June 11 Annual Meeting

Dynavax is urging stockholders to vote for its four director nominees at the upcoming 2025 Annual Meeting, highlighting a strategic repositioning since 2019 that has delivered a 203% total return to stockholders over the last five years, significantly outperforming vaccine peers and the S&P Biotechnology Select Industry Index; proxy advisory firms ISS and Egan-Jones support Dynavax's nominees. The company emphasizes its successful HEPLISAV-B vaccine, strong financial results including Q1 2025, and disciplined capital allocation including an active $200 million share repurchase program, arguing that replacing current directors with the opposing side's nominees would disrupt this momentum.

Analysis

Dynavax Technologies Corporation (DVAX) is actively urging its stockholders to re-elect all four of its director nominees at the upcoming 2025 Annual Meeting, emphasizing the success of a strategic repositioning initiated in 2019. This strategy has reportedly yielded a 203% total return to stockholders over the past five years, a performance that significantly surpasses the 9% return from vaccine peers and a 17% decline in the S&P Biotechnology Select Industry Index during the same period. Key to this performance is the market leadership of its HEPLISAV-B® vaccine and consistent operational execution, which contributed to record financial results, including those reported for Q1 2025, and over $950 million in revenue from business development between 2020 and 2022. Dynavax highlights its disciplined capital allocation, noting the execution of over 85% of its $200 million share repurchase program, authorized in November 2024, as of May 5, 2025. The company's board, which will comprise nine directors post-Annual Meeting with six of eight independent directors appointed since 2020, is presented as possessing specialized skillsets aligned with the long-term strategic plan. Notably, independent proxy advisory firms Institutional Shareholder Services (ISS) and Egan-Jones have recommended that stockholders support Dynavax's director nominees, reinforcing the company's position that maintaining the current board is essential for continued value creation and that a change could disrupt its successful trajectory. Goldman Sachs & Co. LLC is serving as financial advisor to Dynavax in this context.

Key Decisions for Investors

• Investors should consider the reported 203% five-year total stockholder return, recent Q1 2025 financial results, and the ongoing $200 million share repurchase program as strong indicators of the current management's effectiveness in executing its strategy and delivering value.
• The outcome of the 2025 Annual Meeting director elections is a key event to monitor, as the company asserts that a change in board composition, particularly the introduction of 'Deep Track’s underqualified nominees', could jeopardize its current strategic momentum and shareholder value.
• Given Dynavax's significant outperformance against its vaccine peers and the relevant biotech index, alongside the market success of HEPLISAV-B®, continued focus on the company's operational execution and market expansion for its key products is warranted.