UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

Filed by the Registrant  ☒

Filed by a Party other than the Registrant  ☐

Check the appropriate box:

DBV Technologies S.A.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

Dear Fellow DBV Shareholders,

LastEach year, I beganbegin my letter to you with the reminder that DBV was founded upon the belief that children with food allergies, their families, and the allergists who treat them, need, and deserve, multiple treatment options. That belief remains the core tenet of DBV today – it guidescontinues to guide our corporate strategy and drives our employees each day.day as a foundational element of DBV.

Financial diligence and responsible, targeted spending are core components of our culture. We know and appreciate that our shareholders have placed their trust in us, that we will execute with care spending practices appropriate for a late-development stage biotechnology company. In 2022, DBV secured financial support to advance our strategy for Viaskin^™ Peanut. In May, DBV successfully launched an At-The-Market program and subsequently completed sales of new ordinary shares in the form of American Depository Shares (ADSs) for a total gross amount of $15.3 million. In June, DBV announced a $194 million private investment in public equity (PIPE) financing. DBV closed Q2 2022 with a cash balance of $248 million following the ATM and PIPE offerings. We remain committed that this shot in the arm will fuel DBV’s operations through top-line results of our new, Phase 3 Pivotal Study of Viaskin Peanut in 4 – 7 year old children with peanut allergy, VITESSE, anticipated in the first half of 2025.

In January 2021,June 2022, DBV announced positive topline results from EPITOPE, our Phase 3 Pivotal Study of Viaskin Peanut in toddlers 1 – 3 years old. We shared that 67 percent of subjects treated with Viaskin Peanut 250 µg met response criteria after 12 months, as compared with 33.5 percent of subjects in the placebo arm. The EPITOPE safety results were generally consistent with the safety profile of Viaskin Peanut 250 µg observed in our studies of children ages 4 and older with a confirmed peanut allergy. As patient safety and treatment experience are a priority for DBV, it was encouraging to learn that of the serious adverse events (SAEs) reported, only 1 of the SAEs was deemed related to treatment. Further, of the four subjects in the Viaskin Peanut arm having experienced an anaphylactic reaction determined to be related to, or possibly related to, treatment, 3 resolved with a single dose of epinephrine and 1 resolved without epinephrine. All reported anaphylactic reactions were deemed mild to moderate in severity. In the 12-month treatment period, the trial completion rate was 84.8 percent and was balanced between the Viaskin Peanut and placebo arms. We were also pleased to see that the mean subject compliance to daily patch treatment was above 95 percent in both the active and placebo arms.

The EPITOPE study results were widely shared with the food allergy community with positive reception. DBV also actively engaged in sharing the full EPITOPE trial results at global medical congresses and is currently pursuing publication of the data in a peer-reviewed journal. We know that most peanut-allergic children are diagnosed between 1 – 3 years of age, and yet there are currently no FDA-approved therapies for this age group. The EPITOPE data advanced our understanding of investigational epicutaneous immunotherapy and its ability to induce an immune response with minimal amounts of allergen. We believe that these positive findings support the potential clinical benefit of Viaskin Peanut in this underserved population and look forward to exploring next steps with the U.S. Food and Drug Administration (FDA) provided guidance that DBV’s modified Viaskin Peanut patch (mVP) was not a new product, which meant we could leverage important Phase III efficacy data generated with the current Viaskin Peanut patch (cVP).

Throughout 2022, DBV worked hard to support a potential mVP Biologics License Application (BLA). The FDAdevelop and DBV agreed that mVP registration could be pursued through two new studies: one to demonstrate equivalence in protein release and the other to show an acceptable adhesion and safety profile for mVP. DBV had planned to do these two studies in parallel, and was in discussions with FDA about the details of these studies, when FDA informed the Company that the two studies must be done sequentially and that data reviews of the first study were needed before FDA could comment on the second study.

After careful reflection, DBV announced in December 2021 that we will instead initiate a new, pivotal Phase III study of the mVP in children with peanut allergy. DBV believes that conducting this trial offers a faster path towards registration as it involves only one study, which can be initiated after one protocol alignment with the FDA. The data from this new pivotal trial will augment the existing Viaskin Peanut dossier and further strengthen its commercial potential. We believe the data generated by conducting this Phase III placebo-controlled efficacy trial with mVP will support a robust resubmission of a Viaskin Peanut BLA in the future. We made this decision because we are convinced it is in the best interest of patients and families who are eagerly awaiting treatment options in food allergy. It is also the most responsible way for us to deploy capital.

In December 2021, DBV also announced that it had formally notified the European Medicines Agency (EMA) of its decision to withdraw the MAA for Viaskin Peanut. The initial filing was supported by positive data from a single, Phase III pivotal trial, PEPITES. DBV believes that generating data from a new, Phase III pivotal trial will support a stronger path to licensure for Viaskin Peanut in the European Union.

DBV is currently engaged in ongoing, productive discussions with the FDA regarding the new Phase III pivotal trial protocol. We are pleased with the collaborative nature of our exchanges and the FDA’s interest in the Viaskin Peanut program. We believe incorporating any high-level alignment from ongoing FDA exchanges into the protocol will facilitate the review process.

We continue to maximize the effectiveness of our spend and remain highly disciplined in our cash management. In 2021, DBV announced the approval and implementation of the Employment Safeguard Plan in France to provide operational latitude to progress the clinical development and regulatory process for Viaskin Peanut. DBV is now home to approximately 90 employees with core expertise in clinical development, regulatory sciences, patch engineering and manufacturing, U.S. and EU market insights, and EPIT biology. We have successfully managed to significantly reduce our cash burn in the six months ended December 31, 2021; we decreased our monthly cash burn by 54% compared to the first half of 2020. Based on our assumptions, we believe our cash balance provides us with sufficient time to gain alignmentalign with the FDA on key elements of the mVPVITESSE protocol, DBV’s Phase III pivotal trial protocol.

We will, however, need3 Pivotal Study in children ages 4 – 7 years old with a confirmed peanut allergy. While the FDA issued a partial clinical hold (PCH) on VITESSE in September 2022, DBV appreciated the clear feedback from the FDA, which specified changes to raise additional capital before we file a BLA or MAA for mVP. The proposed financial authorizations outlined in this proxy statement provide DBVelements of the VITESSE protocol with the necessary latitudeintent for the trial to consider all available financing instrumentssupport a future biologics license application (BLA) submission. The FDA communication contained four protocol modifications: the redefinition of the minimal daily wear time, the addition of a statistical test for the patch adhesion assessment, the reclassification of certain adverse events (AEs) to adverse events of special interest (AESIs) and pursue the most appropriate tool for our company. In addition, the proposed financial authorizations provide the necessary flexibility to access capital marketsan increase in the strategicnumber of trial participants on active treatment. Thankfully, there was no disruption to subjects, as DBV had not yet begun screening or recruitment of subjects into the VITESSE study. Further, the PCH only applied to VITESSE and opportunistic mannerdid not impact any other ongoing DBV clinical studies. While the PCH was a temporary setback, DBV is grateful for the FDA’s additional feedback reflecting careful attention to the VITESSE study and our goal for a path forward.

In December 2022, DBV announced that the FDA had lifted the PCH on the VITESSE Phase 3 Pivotal Study. In lifting the PCH, the FDA confirmed DBV satisfactorily addressed all clinical hold issues identified in the PCH letter. The FDA stated that DBV may proceed with VITESSE with the confirmed revisions to the protocol. Subsequently, DBV submitted the updated protocol to study sites for subsequent Institutional Review Boards (IRB)/Ethics Committees (EC) approval. DBV is essentialcurrently advancing study forward. We know that the food allergy community is eagerly awaiting the opportunity to study and expand our learnings about the potential of epicutaneous immunotherapy and Viaskin Peanut. The Company expects to initiate patient screening in current –Q1 2023 with the last patient screened in 1H 2024 and perhaps prolonged – market conditions. We understand the need to be good stewardstopline results anticipated in 1H 2025.

While it is no secret that 2022 contained both highs and lows for DBV, looking back, I can say with certainty that I am proud of our investors’ moneypersistence that led to standing where we are today. DBV rebuilt confidence, strengthened our relationships, and will continue to seek financing with a reasonable risk profile and keen attention to investor dilution.

DBV isearned our current achievements. Because of our strategic actions in 2022, we are strongly positioned for the future. We remain committedhave not only progressed the development of our lead product candidate, but also have earlier stage food allergy programs in phase 2 of clinical development for cow’s milk allergy and eosinophilic esophagitis. I am confident that DBV will be well-positioned to bringing Viaskin Peanutbring innovative, specialized therapies to potential approvalmarket that help make a meaningful difference to patients worldwide.

Reflecting on the year, 2022 was characterized by perseverance and transformation for DBV. At our core remains the steadfast dedication to science and technology that sets us apart from other biotechnology companies. Those of you who have been a part of our journey for some time know that our commitment to food allergic families is embedded in our corporate culture. We are here to serve our future patients, to give them hope when treatment options have thus far been so limited. We believe that it is unacceptable that avoidance and OIT are the United Statesonly means of managing a peanut allergy. The curious and European Union.courageous minds that compose DBV’s global personnel work hard every day to one day bring to market an innovative and transformative therapy for children and toddlers living with peanut allergy. Our confidence in the significant therapeutic and commercial potential of Viaskin Peanut, and the broader Viaskin technology platform, is unwavering. Finally,team will not give up on them. We are looking forward to 2023 as we are driven every day byactively recruiting for the VITESSE Phase 3 Pivotal Study and embarking on possibilities stemming from the results of our foundational belief that children with food allergies, their families,EPITOPE data. Thank you very much for your trust and support as a shareholder—and for being an active contributor to the allergists who treat them, need and deserve multiple treatment options.success of our journey.

Sincerely,

/s/ Michel de Rosen

Michel de Rosen

April 25, 2022

DBV Technologies S.A.

177-181 Avenue Pierre Brossolette

92120 Montrouge France

NOTICE OF ANNUAL COMBINED GENERAL MEETING OF SHAREHOLDERS

To Be Held at 8:30 a.m.10:00 AM Paris Time on Thursday, MayApril 12, 20222023

To Shareholders of DBV Technologies S.A.:

The 20222023 Annual Combined General Meeting of Shareholders (the “Annual General Meeting”) of DBV Technologies S.A. (the “Company”), a French société anonyme, will be held on Thursday, MayApril 12, 2022,2023, at 8:30 a.m.10:00 AM Paris time at the Company’s headquarters located at 177-181 Avenue Pierre Brossolette, 92120 Montrouge, France.

Within the authority of the Ordinary Shareholders’ Meeting:

Within the authority of the Extraordinary Shareholders’ Meeting:

Within the authority of the Ordinary Shareholders’ Meeting:

These items of business are more fully described in the proxy statement accompanying this Notice.

On MayApril 12, 2022,2023, starting at 8:30 a.m.10:00 AM Paris time, the Annual General Meeting will be webcast with live audio on our website https://www.dbv-technologies.com in the Events and Presentations section.. The recorded webcast of the Annual General Meeting will remain accessible on the Company’s website for two years following the date of the Annual General Meeting.

These proxy materials will be mailed by Citibank, N.A. (the “Depositary”) commencing on or about April 25, 2022,March 24, 2023, to all holders of the Company’s American Depositary Shares (“ADSs”), each representing one-half of one ordinary share of the Company, having a nominal value of €0.10 per share (the “Ordinary Shares” or “Shares”). Our registrar, Société Générale Securities Services, will commence mailing proxy materials to all holders of the Company’s Ordinary Shares on or about April 25, 2022,March 24, 2023, in accordance with French law and requirements.

In accordance with Article R. 225-85 of the French Commercial Code, if you are holder of Ordinary Shares that are registered in your name or in the name of an intermediary duly registered on your behalf as of Tuesday,

General Meeting as April 11, 2022March 15, 2023 (the “ADS Record Date”). If you wish to have your votes cast at the meeting, you must obtain, complete and timely return at or prior to 10:00 a.m.AM Eastern Time on MayApril 5, 2022,2023, a voting instruction form from the Depositary, if you are a registered holder of ADSs, or from your broker, bank or other nominee in accordance with any instructions provided therefrom.

We appreciate your continued support of DBV Technologies S.A. and look forward to receiving your vote.

YOUR VOTE IS IMPORTANT. Please read the proxy statement and the accompanying materials. Whether or not you expect to attend the meeting, no matter how many Ordinary Shares or ADSs you own, please submit your proxy card or voting instruction form, as applicable, in accordance with the procedures described above.

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to be Held on MayApril 12, 2022:2023:

The proxy statement and annual report are available at:on the Investors section of our website https://www.dbv-technologies.com/investor-relations/financial-information/annual-reports/www.dbv-technologies.com

Our Depositary, Citibank, N.A., will commence mailing the proxy materials to all ADS holders on or about April 25, 2022.March 24, 2023. Our registrar, Société Générale Securities Services, will commence mailing the proxy materials to all holders of our Ordinary Shares on or about April 25, 2022,March 24, 2023, in accordance with French law and requirements.

Although not part ofAlong with this proxy statement, we are also sending, along with this proxy statement,providing our 20212022 Annual Report on Form 10-K, which includes our financial statements prepared in accordance with U.S. GAAP for the fiscal year ended December 31, 2021.

* We are monitoring the situation regarding the ongoing COVID-19 pandemic closely and we will monitor the need to potentially alter the date, time or organization of the Annual General Meeting. If we take any additional steps in light of the ongoing COVID-19 pandemic and in accordance with applicable laws and regulations, we will announce the relevant changes in advance by a press release and the filing of additional proxy materials with the Securities and Exchange Commission. Please monitor our website athttps://www.dbv-technologies.com/investor-relations/for updated information and if you intend to view the webcast of the Annual General Meeting, please check the website in advance of the meeting.2022.

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DBV Technologies S.A.

177-181 Avenue Pierre Brossolette

92120 Montrouge France

PROXY STATEMENT

FOR THE 20222023 ANNUAL COMBINED GENERAL MEETING OF SHAREHOLDERS

To Be Held at 8:30 a.m.10:00 AM Paris Time Thursday, MayApril 12, 20222023

This proxy statement and the enclosed form of proxy are furnished to holders of Ordinary Shares and ADSs in connection with the solicitation of proxies by our board of directors (the “Board of Directors”) for use at the 20222023 Annual Combined General Meeting of shareholders of DBV Technologies S.A. (the “Company”), a French société anonyme, and any postponements, adjournments or continuations thereof (the “Annual General Meeting”). The Annual General Meeting will be held on Thursday, MayApril 12, 2022,2023, at 8:30 a.m.10:00 AM Paris time at 177-181 Avenue Pierre Brossolette, 92120 Montrouge, France. On MayApril 12, 2022,2023, starting at 8:30 a.m.10:00 AM Paris time, the Annual General Meeting will be webcast with live audio on our website https://www.dbv-technologies.comwww.dbv-technologies.com. in the Events and Presentations section. Shareholders will also be able to access the recorded webcast of the Annual General Meeting on the Company’s website for two years following the date of the Annual General Meeting. The inclusion of our website address here and elsewhere in this proxy statement does not include or incorporate by reference the information on our website into this proxy statement.

Please monitor the Investor section of our website at https://www.dbv-technologies.com/investor-relations/ for updated information and if you intend to view the webcast of the meeting, please check the website in advance of the meeting. In this proxy statement references to “DBV,” “the company,” “our company,” “we,” “us” and “our” refer to DBV Technologies S.A. and our consolidated subsidiaries.

IMPORTANT INFORMATION ABOUT THE ANNUAL MEETING AND VOTING

The information provided in the “question and answer” format below is for your convenience only and is merely a summary of the information contained in this proxy statement. You should read this entire proxy statement carefully. Information contained on, or that can be accessed through, our website is not intended to be incorporated by reference into this proxy statement and references to our website address in this proxy statement are inactive textual references only.

What matters will be voted at the Annual General Meeting?

There are 2741 proposed resolutions (the “Proposals”) scheduled to be considered and voted on at the Annual General Meeting:

Within the authority of the Ordinary Shareholders’ Meeting:

Within the authority of the Extraordinary Shareholders’ Meeting:

Within the authority of the Ordinary Shareholders’ Meeting:

What does a DBV ADS represent?

Each ADS represents one-half of one Ordinary Share of DBV Technologies S.A. Each Ordinary Share is entitled to one vote.

As of April 11, 2022, 55,096,537February 15, 2023, 94,137,145 Ordinary Shares were outstanding, of which 12,686,88823,806,124 were represented by ADSs.

What if another matter is properly brought before the meeting?

At this time, the Board of Directors is unaware of any matters to be presented at the Annual General Meeting, other than as set forth above and the possible additional shareholder resolutions that may properly be submitted before the Annual General Meeting in accordance with applicable French law.

Holders of ADSs: Ordinary Shares underlying ADSs will not be voted on any matter not disclosed in the proxy statement.

Why is the Company soliciting my proxy?

Our Board of Directors is soliciting your proxy to vote at the 20222023 annual meeting of shareholders to be held at the Company’s headquarters located at 177-181 Avenue Pierre Brossolette – 92120 Montrouge, France, on Thursday, MayApril 12, 2022,2023, at 8:30 a.m.10:00 AM Paris time. This proxy statement, along with the accompanying Notice of Annual Meeting of Shareholders, summarizes the purposes of the meeting and the information you need to know to vote at the annual meeting.

We have sent you this proxy statement, the Notice of Annual Meeting of Shareholders, the proxy card and a copy of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021,2022, because you owned our Ordinary Shares or ADSs on April 11, 2022.March 15, 2023. Our Depositary, Citibank, N.A., intends to commence mailing the proxy materials to holders of our ADSs on or about April 25, 2022.March 24, 2023. Our registrar, Société Générale Securities Services intends to commence distribution of the proxy materials to shareholders of Ordinary Shares on or about April 25, 2022,March 24, 2023, in accordance with French law and requirements.

Who may vote?

Ordinary shareholders of record and bearer shareholders

If you are a holder of Ordinary Shares at 12:00 a.m.,AM Paris time on Tuesday, May 10, 2022April 6, 2023 you will be eligible to vote at the Annual General Meeting. In deciding all matters at the Annual General Meeting, each shareholder will be entitled to one vote for each share of our Ordinary Shares held by them on the record date.

In accordance with article R. 225-85 of the French Commercial Code, only those holders of Ordinary Shares who can prove their status by having their shares registered in their name, or in the name of an intermediary duly registered on their behalf, on the second business day prior to the meeting, i.e. Tuesday, May 10, 2022April 6, 2023 at 12:00 a.m.AM Paris time (the “Ordinary Share Record Date”), either in the registered share accounts or in the bearer share accounts held by their authorized intermediary, will be eligible to vote.

For registered shareholders, this registration in the registered share accounts on the Ordinary Share Record Date is sufficient to enable them to vote their Shares.

For bearer shareholders, it is the authorized intermediaries who maintain the bearer share accounts who directly prove their clients’ status as shareholders to Société Générale Securities Services (the centralizing institution for the meeting mandated by DBV Technologies) by producing a certificate of participation which they attach to the single postal voting or proxy form drawn up in the name of the shareholder or on behalf of the shareholder represented by the registered intermediary.

As an ADS holder, you will not be entitled to vote in person at the Annual General Meeting. To the extent you provide the Depositary or your broker, bank or other nominee, as applicable, with voting instructions, the Depositary will, to the extent practicable and subject to French law and the terms of the deposit agreement, vote the Ordinary Shares underlying your ADSs in accordance with your instructions.

How many votes do I have?

Each share of our Ordinary Shares that you own entitles you to one vote. Each ADS represents one-half of one Ordinary Share. Voting instructions with respect to ADSs may be given only in respect of a number of ADSs representing an integral number of Ordinary Shares.

How will my Ordinary Shares be voted if I do not vote?

If you hold Ordinary Shares and do not (i) grant your voting proxy directly to the chairman of the Annual General Meeting, (ii) vote in person at the Annual General Meeting, (iii) grant your voting proxy to another shareholder, your spouse, or your partner with whom you have entered into a civil union, (iv) vote by submitting your proxy card by mail or (v) vote electronically via Votaccess, your Ordinary Shares will not be counted as votes cast and will have no effect on the outcome of the vote with respect to any matter.

If you hold Ordinary Shares and grant your voting proxy directly to the chairman of the Annual General Meeting without specifying how you wish to vote with respect to a particular matter, your Ordinary Shares will be voted in accordance with the Board of Directors’ recommendations.

If you own Ordinary Shares in “street name” through a broker, bank or other nominee and you do not direct your broker how to vote your shares on the proposals, your shares will not be voted on any proposal on which the broker does not have discretionary authority to vote. This is referred to as a broker non-vote. We believe that all of our proposals are non-routine matters and your broker cannot vote your shares for which you have not provided voting instructions. Broker non-votes on a particular proposal will not be counted as votes cast and will have no effect on the outcome of the vote with respect to such matter.

How will the Ordinary Shares underlying my ADSs be voted if I do not provide voting instructions to the Depositary or my broker, bank or other nominee?

With respect to Ordinary Shares represented by ADSs for which no timely voting instructions are received by the Depositary from a holder of ADSs, the Depositary shall not vote such Ordinary Shares. The Depositary will not itself exercise any voting discretion in respect of any Ordinary Shares.

How will my Ordinary Shares be voted if I grant my proxy to the chairman of the Annual General Meeting?

If you are a holder of Ordinary Shares and you grant your proxy to the chairman of the Annual General Meeting, the chairman of the Annual General Meeting will vote your Ordinary Shares in accordance with the Board of Directors’ recommendations. As a result, your Ordinary Shares would be voted “FOR” the nominees of the Board of Directors in Proposal Nos. 6 to 89 and “FOR” each of Proposal Nos. 1 to 5 and 910 to 27.41.

How many votes are needed for approval of each proposed resolution?

What is an “abstention” and how would it affect the vote?

With respect to Ordinary Shares, an “abstention” occurs when a shareholder votes by mail with instructions to abstain from voting regarding a particular matter or without making a selection with respect to a particular matter.

With respect to ADSs, an abstention occurs when a holder of ADSs sends proxy instructions to the Depositary to abstain from voting regarding a particular matter or without making a selection with respect to a particular matter.

Abstentions by holders of Ordinary Shares or by holders of ADSs will not be counted toward a quorum and will not be counted as votes cast and will have no effect on the outcome of the vote on matters on which a holder has abstained.

Who will count the votes at the Annual General Meeting?

Representatives of Société Générale Securities Services and our legal department will tabulate the votes and act as inspectors of election.

What Constitutes a Quorum for the Annual Meeting?

Consistent with French law, our by-laws provide that a quorum requires the presence of shareholders having at least (1) 20% of the shares entitled to vote in the case of an ordinary shareholders’ general meeting or at an extraordinary shareholders’ general meeting where shareholders are voting on a capital increase by capitalization of reserves, profits or share premium, or (2) 25% of the shares entitled to vote in the case of any other extraordinary shareholders’ general meeting.

Only holders of bearer shares whose account-holding institution has subscribed to the Votaccess system and offers them this service for this general meeting will be able to access it. The securities account holder of the bearer shareholder, who does not subscribe to Votaccess or who makes access to the site subject to conditions of use, will indicate to the shareholder how to proceed.

Shareholders wishing to participate in the Annual General Meeting may choose one of the following options:

You may vote in person at the Annual General Meeting so long as you do not submit your proxy card by mail or appoint a proxy in advance of the meeting.

Shareholders who have chosen to vote by mail using the single form or via Votaccess may:

Postal votes cast by paper means will only be taken into account if the duly completed and signed forms (and accompanied by the certificate of participation for bearer shares) reach the aforementioned Meetings Department of Société Générale at least three days before the date of the general meeting, i.e., no later than Monday, MayApril 9, 2022,2023, 11:59 p.m.PM Paris time.

In accordance with the provisions of Article R. 225-79 of the French Commercial Code, notification of the appointment and revocation of a proxy to the Chairman or to another shareholder, your spouse, or your partner with whom you have entered into a civil union, may also be made in the following manner:

address: assemblees.generales@sgss.socgen.com. The form must bear the surname, first name and address of the person being named as proxy, the words “In the capacity of proxy”, and must be dated and signed. The direction of the vote must be indicated in the “I vote by mail” box of the form. The proxy must attach a copy of his or her identity card and, if applicable, a power of attorney from the legal entity he/she represents. To this end, the authorized intermediary holding the account shall notify the Company or its agent of the transfer of ownership and provide it with the necessary information. No transfer of ownership made after Ordinary Share Record Date, regardless of the means used, shall be notified by the authorized intermediary holding the account or taken into consideration by the Company, notwithstanding any agreement to the contrary. It should be noted that for any proxy given by a shareholder without indication of a proxy holder, the chairman of the Annual General Meeting shall cast a vote in favor of the adoption of draft resolutions presented or approved by the Board of Directors, and a vote against the adoption of all other draft resolutions.

Please also note that shareholders who wish to ask questions may submit these in writing, accompanied by the shareholder’s certificate of registration, to investors@dbv-technologies.com. Questions must be receivedsubmitted by Friday, May 6, 2022,April 4, 2023, at 11:59 p.m.,PM Paris time.

If you hold ADSADSs

If you are a holder of ADSs, you may give voting instructions to the Depositary or your broker, bank, or other nominee, as applicable, with respect to the Ordinary Shares underlying your ADSs. If you held ADSs as of the ADS Record Date, you have the right to instruct the Depositary - if you held your ADSs directly - or the right to instruct your broker, bank, or other nominee - if you held your ADSs through such intermediary - how to vote.

If you are a registered holder of ADSs on the books of the Depositary as of the ADS Record Date, the Depositary will mail you a Voting Instruction Form. So long as the Depositary receives your Voting Instruction Form on or prior to 10:00 a.m.AM Eastern Time on MayApril 5, 2022,2023, it will, to the extent practicable and subject to French law and the terms of the deposit agreement, vote the underlying Ordinary Shares as you instruct.

If your ADSs are held through a broker, bank, or other nominee as of the ADS Record Date, such intermediary will provide you with instructions on how you may give voting instructions with respect to the Ordinary Shares underlying your ADSs. Please check with your broker, bank, or other nominee, as applicable, and carefully follow the voting instructions provided to you.

As an ADS holder, you will not be entitled to vote in person at the Annual General Meeting. To the extent you provide the Depositary or your broker, bank, or other nominee, as applicable, with voting instructions, the Depositary will, to the extent practicable and subject to French law and the terms of the deposit agreement, vote the Ordinary Shares underlying your ADSs in accordance with your instructions.

How does the Board of Directors recommend that I vote on the proposals?

Our Board of Directors recommends that you vote “FOR” the nominees to the Board of Directors in Proposal Nos. 6 to 89 and “FOR” each of Proposal Nos. 1 to 5 and 910 to 27.41.

necessary to meet legal requirements. We will, however, forward to management any written comments you make on the proxy card or that you otherwise provide.

Where can I find the voting results of the Annual General Meeting?

The preliminary voting results will be announced at the annual meeting, and we will publish preliminary results, or final results if available, in a Current Report on Form 8-K within four business days of the annual meeting. If final results are unavailable at the time we file the Form 8-K, then we will file an amended Current Report on Form 8-K to disclose the final voting results within four business days after the final voting results are known. 

What Are the Costs of Soliciting These Proxies?

We will pay all of the costs of soliciting these proxies. Our directors and employees may solicit proxies in person or by telephone, fax or email. We will pay these employees and directors no additional compensation for these services. We will ask banks, brokers and other institutions, nominees and fiduciaries to forward these proxy materials to their principals and to obtain authority to execute proxies. We will then reimburse them for their expenses.

Where is the Annual General Meeting?

The annual meetingAnnual General Meeting will be held at 8:30 a.m.,10:00 AM, Paris time, on Thursday, MayApril 12, 20222023 at the Company’s headquarters located at 177-181 Avenue Pierre Brossolette – 92120 Montrouge, France.

On MayApril 12, 2022,2023, starting at 8:30 a.m.10:00 AM Paris time, the Annual General Meeting will be webcast with live audio on the Company’s website http://www.dbv-technologies.com in the Events and Presentations section,, including the presentation of the results of the votes on the resolutions received by Société Générale Securities Services. Shareholders will also be able to access the recorded webcast of the Annual General Meeting on the Company’s website for two years.

Who may attend the Annual General Meeting?

Holders of record of Ordinary Shares as of 12:00 a.m.,AM Paris time, on May 10, 2022April 6, 2023 or their duly appointed proxies, may attend the Annual General Meeting. Holders of Ordinary Shares may request an admission card for the Annual General Meeting by checking the appropriate box on the proxy form, dating and signing it, and returning the proxy form by regular mail or may present evidence of their status as a shareholder at the Annual General Meeting as of 12:00 a.m.,AM Paris time, on May 10, 2022.April 6, 2023.

Holders of ADSs will not be able to attend the Annual General Meeting.

Can I vote in person at the Annual General Meeting?

If you hold Ordinary Shares as of 12:00 a.m.,AM, Paris time, on May 10, 2022April 6, 2023 you may vote in person at the Annual General Meeting unless you submit your proxy or voting instructions prior to the Annual General Meeting.

your broker believe that the ADS holders of record are members of the same family. This practice, referred to as “householding,” benefits both you and us. It reduces the volume of duplicate information received at your household and helps to reduce our expenses. The rule applies to our annual reports, proxy statements and information statements. Once you receive notice from your broker or from us that communications to your address will be “householded,” the practice will continue until you are otherwise notified or until you revoke your consent to the practice. ADS holders who participate in householding will continue to have access to and utilize separate proxy voting instructions.

If a broker or other nominee holds your ADSs and (1) your household received a single set of proxy materials this year, but you would prefer to receive your own copy or you do not wish to participate in householding and would like to receive your own set of our proxy materials in future years or (2) you share an address with another ADS holder and together both of you would like to receive only a single set of proxy materials, please contact the broker or other nominee directly and inform them of your request. Be sure to include your name, the name of your brokerage firm and your account number.

Can I receive Company shareholder communications by electronic delivery?

Most shareholders can elect to view or receive copies of future proxy materials over the Internet instead of receiving paper copies in the mail. You can choose this option and save us the cost of producing and mailing these documents by following the instructions provided on your proxy card or by following the instructions provided when you vote over the Internet.

Where can I find documents referenced in this proxy statement?

An English translation of the full text of the resolutions to be submitted to shareholders at the Annual General Meeting is included in Annex A of this proxy statement and this proxy statement will be accompanied by the Company’s Annual Report on Form 10-K, which includes the consolidated financial statements of the Company for the fiscal year ended December 31, 202131,2022 presented in accordance with generally accepted accounting principles in the United States. The Company’s Annual Report on Form 10-K was filed with the SEC on March 9, 2022,2, 2023, and is available on our website at https://www.dbv-technologies.com. In addition, once available, the following documents will be posted on our website at https://www.dbv-technologies.com: (i) an English translation of the statutory financial statements of the Company for the fiscal year ended December 31, 20212022 prepared in accordance with generally accepted accounting principles as applied to companies in France; (ii) an English translation of the consolidated financial statements of the Company for the fiscal year ended December 31, 20212022 prepared in accordance with International Financial Reporting Standards as adopted by the European Union; (iii) an English translation of the report of the Board of Directors and the management report; and (iv) an English translation of the report of the statutory auditors concerning the statutory and consolidated financial statements of the Company for the fiscal year ended December 31, 2021,2022, as well as an English translation of the special report of the statutory auditors concerning the regulated agreements and acknowledgement of the absence of new related party transactions being presented to shareholders for approval in Proposal No. 5.

You may obtain additional information, which we make available in accordance with French law, by contacting the Company at DBV Technologies S.A., 177-181 avenue Pierre Brossolette, 92120 Montrouge, France, or by emailing investors@dbv-technologies.com. Such additional information includes, but is not limited to, the statutory auditors’ reports referenced in the resolutions described below.

of Directors at the address below no later than December 26, 2022.November 27, 2023. Only those resolutions that comply with the requirements of Rule 14a-8 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), will be included in the Company’s proxy statement for the 2023 Annual General Meeting of shareholders.

In addition, under French law, holders of Ordinary Shares are permitted to submit a resolution for consideration so long as such matter is received by the Company no later than 25 days prior to the date of the meeting. Holders of Ordinary Shares wishing to present resolutions at the 2023 Annual General Meeting of shareholders made outside of Rule 14a-8 under the Exchange Act must comply with the procedures specified under French law. A shareholder who meets the requirements set forth in Articles L. 225-105 and R. 225-71 of the French Commercial Code may submit a resolution by sending such resolution to the address below by registered letter with acknowledgment of receipt or via e-mail. The resolution must include the text of the proposed resolution, a brief explanation of the reason for such resolution and an affidavit to evidence the shareholder’s holdings. Any holder of Ordinary Shares who meets the requirements set forth in Articles L. 225-105 and R. 225-71 of the French Commercial Code also may submit a director nomination to be considered by the nomination and corporate governance committee for nomination by following the same process outlined above and including the information regarding the director as set forth in Article R. 225-83 5^o of the French Commercial Code in their submission.

In addition to satisfying the requirements under French law and our by-laws, to comply with the universal proxy rules, any holder of ADSs and/or Ordinary Shares who intends to solicit proxies in support of director nominees other than the Company’s nominees must provide notice that sets forth the information required by Rule 14a-19 under the Exchange Act no later than March 13, 2023.February 12, 2024.

All submissions to the Company should be made to:

DBV Technologies S.A.

177-181 avenue Pierre Brossolette

92120 Montrouge, France

Attention: Legal Department

Email :Email: legal_commmunications@dbv-technologies.comlegal@dbv-technologies.com

Nomination of Director Candidates

Shareholders may recommend director candidates for consideration by our Nominating Committee. For additional information regarding our policy regarding shareholder recommendations for director candidates, see “Shareholder Proposals and Nominations for Director.”

BOARD OF DIRECTORS AND CORPORATE GOVERNANCE

Board of Directors

Our business affairs are managed under the direction of our Board of Directors, which is currently composed of ten members. EightNine of our directors are independent within the meaning of the listing standards of the Nasdaq Stock Market (“Nasdaq”).

The following table sets forth the names, ages as of April 25, 2022,March 24, 2023, and certain other information for each of the nominees for director and each of the continuing members of our Board of Directors:

Maïlys Ferrère has served as a member of our Board of Directors since June 2016 and previously served as a non-voting observer of our Board of Directors since our initial public offering on Euronext Paris in March 2012. Ms. Ferrère has served as a Director, Head of the Large Venture Investment Activity at Bpifrance, France’s public investment bank, since October 2013 and is affiliated with one of our significant shareholders. Ms. Ferrère serves as chief executive officer of Cornovum S.A and Three4Tech. Ms. Ferrère serves on the board of directors of Sequans Communications S.A., a publicly traded French designer, developer and supplier of cellular

Continuing Directors:

Adora Ndu has served as a member of our Board of Directors since May 2021. Dr. Ndu has served as the Chief Regulatory Affairs Officer of BridgeBio Pharma Inc., a publicly traded U.S. biotechnology company, since January 2022, and its Chief Regulatory and Interim Legal Officer since September 2022. From January 2021 to January 2022, Dr. Ndu served as the Group Vice President and Head of Worldwide Research & Development, Strategy, Scientific Collaborations and Policy at BioMarin Pharmaceutical, Inc. (“BioMarin”), a publicly traded U.S. biotechnology company. She previously served in positions of increasing responsibility at BioMarin, as the Vice President, Regulatory Affairs, Policy, Research, Engagement & International from August 2019 to January 2021, Executive Director from September 2017 to July 2019 and Senior Director from February 2017 to September 2019. Prior to joining BioMarin, Dr. Ndu served in various roles at the U.S. Food and Drug Administration from 2008 to 2016, most recently as a Division Director in the Division of Medical Policy Development. Dr. Ndu has served as an adjunct lecturer with the

Michel de Rosen has served as a member of our Board of Directors since May 2018 and as Non-Executive Chairman of our Board of Directors since March 2019. Mr. de Rosen also serves on the board of directors of Faurecia SE, a publicly traded French global automotive supplier since 2017, and served on the board of directors of Pharnext SA, a publicly traded French biopharmaceutical company from 2015 until 2022. Mr. de Rosen previously served on the board of directors of Idorsia Pharmaceuticals Ltd., a publicly traded Swiss biopharmaceutical company, from 2020 to 2021. Mr. de Rosen served as Chairman and Chief Executive Officer of Eutelsat, a publicly traded French satellite operator, from 2009 until his retirement in November 2017, Chairman and Chief Executive Officer of ViroPharma Incorporated, a U.S. biopharmaceutical company that was publicly traded prior to its acquisition by Shire plc, from 2000 to 2008, and Chairman and Chief Executive Officer of Rhone-Poulenc Santé, a French chemical and pharmaceutical company, from 1993 to 1999. He has also held numerous positions at the French Ministries of Finance, Defense, Industry and Telecommunication. Mr. de Rosen holds an M.B.A. from HEC and an M.B.A. from Ecole Nationale d’Administration. The Board of Directors believes that Mr. de Rosen’s extensive business experience in the biopharmaceutical industry and over 15 years’ experience in the United States will be instrumental to the success of our objectives.

Timothy E. Morrishas served as a member of our Board of Directors since March 2021. Mr. Morris has served as Chief Finance Officer of Opthea Limited since October 2022. Previously he served as Chief Operating Officer and Chief Financial Officer of Humanigen, Inc., a publicly traded U.S. biopharmaceutical company, since August 2020. He previously served as the Chief Financial Officer of Iovance Biotherapeutics, Inc., a publicly traded U.S. biopharmaceutical company, from August 2017 to June 2020, and as the Chief Financial Officer and Head of Business Development of AcelRx Pharmaceuticals, Inc., a publicly traded U.S. specialty pharmaceutical company, from March 2014 to June 2017. Mr. Morris serves on the board of directors of Aquestive Therapeutics, Inc. (NASDAQ: AQST), Univercells SA, a Belgian biomanufacturing company since August 2022, and Humanetics Corporation, a U.S. pharmaceutical company since October 2022, and he previously served as a member of the board of directors of Humanigen, Inc. from June 2016 to August 2020. Mr. Morris is the sole member of Aacolade Pharma LLC. Mr. Morris received his BS in Business with an emphasis in Accounting from California State University, Chico, and is a Certified Public Accountant (Inactive). The Board of Directors believes that Mr. Morris’ extensive operational experience with public companies in the biopharmaceutical industry, particularly in the areas of finance and corporate development, allows him to make valuable contributions to the Board of Directors.

Daniel B. Soland has served as a member of our Board of Directors since March 2015. Mr. Soland previously served as Senior Vice President and Chief Operating Officer of Idera Pharmaceuticals, Inc., a publicly traded U.S. biopharmaceutical company, from January 2021 until October 2022. Mr. Soland also served as Senior Vice President and Chief Operating Officer of ViroPharma Incorporated, a U.S. biopharmaceutical company that was publicly traded prior to its acquisition by Shire plc, from March 2008 to December 2014, and currently serves on the board of directors of Acadia Pharmaceuticals Inc., a publicly traded U.S. biopharmaceutical company, since 2015 and previously on the board of directors of Kalvista Pharmaceuticals, Inc., a publicly traded U.S. pharmaceutical company from 2019 to 2022. In addition to his role at ViroPharma Incorporated, where he helped build the organizational and commercial infrastructure that resulted in an 11-fold increase in ViroPharma Incorporated’s share price during his tenure, Mr. Soland previously served as President of Chiron Vaccines, a pharmaceutical company, from 2005 to 2006 and helped engineer a turnaround that contributed to Chiron’s acquisition by Novartis. Prior to then, he served as President and Chief Executive Officer of EpiGenesis Pharmaceuticals from 2002 to 2005. At GlaxoSmithKline Biologicals, a subsidiary of GlaxoSmithKline plc, a British global healthcare company, Mr. Soland served as Vice President and Director, Worldwide Marketing Operations from 1993 to 2002. Earlier in his career, Mr. Soland held positions of increasing responsibility in sales and product management at Pasteur-Merieux’s Connaught Laboratories. He holds a B.S. in Pharmacy from the University of Iowa. The Board of Directors believes that Mr. Soland’s extensive executive and management experience in the pharmaceutical industry worldwide, notably at various senior commercial operations positions, allow him to make valuable contributions to the Board of Directors.

There are no family relationships between or among any of our continuing directors or director nominees. The principal occupation and employment during the past five years of each of our directors and nominee was carried on, in each case except as specifically identified above, with a corporation or organization that is not a parent, subsidiary or other affiliate of us. There is no arrangement or understanding between any of our directors or nominee and any other person or persons pursuant to which he or she is to be selected as a director or nominee.

There are no legal proceedings to which any of our directors is a party adverse to us or any of our subsidiaries or in which any such person has a material interest adverse to us or any of our subsidiaries.

which represents respectively the average exchange rate for the year ended December 31, 2021,2022, and the exchange rates on the dates of payment. Mr. Tassé, our Chief Executive Officer, and Ms. FerréFerrère, a representative of BPI France, are each directors, but do not receive any additional compensation for their services as directors.