Quince Therapeutics, Inc. Common Stock EGM 2026

Thank you and good morning. It's a pleasure to welcome you to Quince's special meeting of stockholders. Thank you for joining us today live via our internet webcast. It's 11:00 A.M. Eastern, 8:00 A.M. Pacific, and time to call to order this special meeting of stockholders of Quince Therapeutics. I'd like to introduce some members of our management team who are joining me on this virtual meeting today. Brendan Hannah, who is our Chief Operating Officer, Chief Business Officer, Chief Compliance Officer, and Secretary, who's also acting as secretary at this meeting, and John Militello, our Head of Finance. Also with us today is Dan Harris, representing BDO USA, our independent registered public accountant, and he's available to respond to appropriate questions. Lastly, also present is Brittany K. Wightman, representing Cooley, our outside corporate counsel, and Jordan Hirsch, representing Equiniti Transfer Agent Services, acting as our inspector of elections.

We will now conduct the formal part of the meeting, which includes voting on the proposals to be considered. The polls are now open. If you have not already voted, you may do so by clicking on Vote My Shares tab at the top right of the screen. Voting procedures will be addressed in greater detail shortly. The special meeting is being held in accordance with the company's bylaws and Delaware law.

The items on the agenda for formal meeting are, number one, to approve the issuance of shares of our common stock upon conversion of our Series C Preferred Stock and exercise of the pre-funded warrants and or PIPE options, which will, A, will represent more than 20% of the shares of common stock outstanding pursuant to Nasdaq listing rule 5635 A and B, made together with certain changes to management and our board result in the change of control of the company pursuant to Nasdaq listing rule 5635 B, the conversion proposal or proposal number one. Number two, to approve the issuance of shares of our common stock upon conversion of the PIPE preferred shares and upon exercise of the PIPE warrants pursuant to Nasdaq listing rule 5635 D, the minimum price proposal or proposal number two.

Number three, to approve an amendment to our certificate of incorporation to increase the number of authorized shares of our common stock from 250 million to 275 million, the authorized share proposal or proposal number three. Number four, to approve the 2026 Equity Incentive Plan, the 2026 Plan Proposal. Number five, to approve the 2026 Employee Stock Purchase Plan, the 2026 ESPP Proposal. Number six, to approve the adjournment or postponement of the special meeting, if necessary, to continue to solicit votes for proposals number one, two, and/or three, the adjournment proposal. After we vote on these matters, an announcement will be made regarding the preliminary results, and the formal meeting will be adjourned. Will the Secretary please report at this time with respect to the mailing of the notice of the meeting?

I have proof by affidavit certifying that notice of this meeting was duly given and that notice of special meeting of stockholders was mailed on or about August 26, 2026 to all stockholders of record at the close of business on August 24, 2026, the record date for the meeting.

Okay. We have appointed Jordan Hirsch, a representative of Equiniti Transfer Agent Services, to act as Inspector of Elections for this special meeting. The Inspector of Elections has signed an oath of office, which will be filed with the minutes of this meeting. Will the Secretary please report at this time with respect to the existence of a quorum?

The Inspector of Elections has advised me that we have a sufficient number of shares to constitute a quorum. Therefore, the meeting is duly constituted, and we may proceed with business.

I will now describe the voting procedures. Stockholders attending the meeting via internet webcast may vote their shares in real time until the polls are closed. The votes cast today will be counted in the final tally, along with the proxies previously received. The inspector of elections will provide the preliminary results of voting at the end of the meeting. If anyone has a question regarding voting procedures, please submit the question by clicking on the questions box on the right side of your screen, typing your question into the box, and then clicking the Submit button. The polls for each matter to be voted on in this meeting are open. Any stockholder who has not voted or who wishes to change his or her vote may do so by clicking the Vote My Shares tab at the top right of your screen.

Stockholders who have sent in proxies or voted via telephone or internet and do not want to change their vote do not need to take any further action. We have six proposals from the company properly before the meeting. Detailed information concerning these proposals is in the proxy statement sent or made available to Quince stockholders. At this time, I would like to ask whether there are any questions concerning the six proposals.

Dirk, I see no questions pertaining to the six proposals. Please proceed with the meeting.

At this point, the polls are about to close. If you have not yet voted, please do so immediately. It is now 11:07 A.M. Eastern Time on October 6, 2026, and the polls for each matter to be voted on at this meeting are now closed. No additional online ballots, proxies or votes, and no changes or revocations will be accepted. The proxies and online ballots will be tabulated by the inspector of elections. At this time, based upon preliminary information provided by the inspector of elections, I can report that all of the following proposals were approved. Number 1, the conversion proposal. Number 2, the minimum price proposal. Number 3, the authorized share proposal. Number 4, the 2026 Plan proposal. Number 5, the 2026 ESPP proposal. Because there were sufficient votes to approve proposals 1, 2, and 3, the adjournment proposal was not presented to stockholders.

These are the preliminary results of voting. The final results will be reported on a current report on Form 8-K to be filed with the SEC within four business days after the end of this meeting. With that, the special meeting of stockholders is now adjourned. Thank you for your attendance and for your continued support of Quince Therapeutics.