Ad hoc announcement pursuant to Art. 53 LR
Relief Therapeutics, a biopharmaceutical company committed to delivering innovative treatment options for select specialty, unmet and rare diseases, today announced it has convened an extraordinary general meeting (EGM) to seek shareholder approval for the proposed business combination between Relief and NeuroX Group SA (NeuroX), as previously announced on October 8, 2025. The EGM will be held on November 14, 2025, at 5:30 p.m. CEST in Geneva, Switzerland.
AGENDA
Shareholders will be asked to approve several proposals, all contingent upon the completion of the proposed business combination.
These include an ordinary capital increase through the issuance of 140 million new ordinary shares, to be paid in by contribution in kind of NeuroX shares.
Shareholders will also vote on the election of new members to the board of directors, with four nominees — Walid Hanna, Olaf Blanke, Michael Stuenkel and Martin Reiss — proposed to join Relief’s board and succeed current directors who will step down. Gregory Van Beek, current vice-chairman, will continue to serve on the board to ensure continuity and oversee the integration of the two companies. In addition, shareholders will elect members of the nomination and compensation committee.
Further proposals include approval to rename the combined company MindMaze Therapeutics Holding SA, and to increase the capital band and conditional capital to levels commensurate with the post-transaction share capital.
The formal notice of convocation of the EGM, including information regarding attendance in person or by proxy, registration requirements, and ancillary documents, will be mailed to registered shareholders. The EGM comprehensive agenda and an investor presentation with additional information on the proposed combined company are available for download on Relief’s website.