SecProbe.io

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 17, 2025

Peter Fetzer
Partner
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, WI 53202

 Re: ZEVRA THERAPEUTICS, INC.
 PRRN14A filed April 16, 2025
 Filed by the Mangless Group
 SEC File No. 1-36913
Dear Peter Fetzer:

 We have reviewed your filing and have the following comments. In some of
our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.

 Please respond to these comments by providing the requested information
or advise us
as soon as possible when you will respond. If you do not believe our comments
apply to your
facts and circumstances, please tell us why in your response.

 After reviewing your response to these comments, we may have additional
comments.
All defined terms have the same meaning as in the revised proxy statement.

PRRN14A filed April 16, 2025
Cover Page

1. Refer to the new disclosure in the second full paragraph on page 3. We
do not
 understand the reference to "any of the prior nominees who are not
directors," since
 all of the prior Mangless nominees were elected in 2023. Please revise
or advise.
Proposal 1. Election of Directors, page 9

2. Item 7(b) of Schedule 14A requires disclosure of information regarding
transactions
 with related persons. See Item 404(a) of Regulation S-K. Nominee Dr.
Mickle served
 as Chief Executive Officer of the Company until January 2023 and as its
President
 and director until April 2023, and thereafter provided consulting
services to the
 Company until October 2024. Provide the information required by Item
404(a) for the
 period from January 1, 2023 through the date of the proxy statement. See
also, Item
 April 17, 2025
Page 2

 404(d) of Regulation S-K and the Instructions to that Item, as to
smaller reporting
 companies.
Solicitation; Expenses, page 17

3. Refer to comment 16 in our last comment letter. The revised disclosure
here does not
 address the last sentence of that comment, where we asked you to state
in the proxy
 statement whether, if you achieve a majority on the board of directors
after this
 election, you will seek reimbursement for the expenses incurred in the
2023
 solicitation. Please revise to address.
4. We note the new disclosure in the last paragraph of this section. Please
revise to
 clarify what you mean by the statement that "Mr. Regan alone is
responsible for this
 retainer and any expenses associated with the same." Since Mr. Regan is
both a
 nominee, and in control of Regan & Associates, Inc., the proxy solicitor
engaged for
 this solicitation, it is unclear whether this means that Mr. Regan will
waive the fees
 for the solicitation, but would seek reimbursement for them if your
solicitation is
 successful. Please clarify. In addition, revise to enumerate the
"certain expenses" that
 may be payable to Regan & Associates, Inc. if your solicitation is
successful,
 including the maximum amount of such expenses, if applicable.
Form of Proxy Card, page 22

5. We note that Mr. John Bode is listed on your proxy card in the following
manner:
 "The undersigned appoints Daniel J. Mangless and John B. Bode, and each
of them,
 attorneys and agents with full power of substitution to vote all shares
of common
 stock of Zevra Therapeutics, Inc. which the undersigned would be
entitled to vote if
 personally present at the 2025 Annual Meeting..." Since Mr. Bode is not
a current
 nominee nor listed as a participant in this solicitation, but is a
current director of the
 Company, please confirm the reference to Mr. Bode as a designated proxy
holder here
 by revising or advising.

6. The presentation of the Company's nominees on your proxy card is
confusing because
 the text advises shareholders not to vote "for the following two Company
nominees 1c
 to 1d." However, the Company nominees are labelled below that statement
as 1d and
 1e. Please revise.
General

7. See our comment above regarding fees that may be payable to Regan &
Associates,
 Inc., both for this year's solicitation and the solicitation that
occurred in 2023. Item
 5(b) of Schedule 14A requires disclosure about each participant's direct
and indirect
 interests in a solicitation, which is not limited solely to share
ownership. Revise the
 proxy statement generally to clearly disclose that one of the nominees
is a principal at
 and/or owner of Regan & Associates, Inc., and any fees payable to him as
a result,
 including with respect to the 2023 solicitation. In addition, note that
Item 7(b) of
 Schedule 14A and Item 401(a) of Regulation S-K require disclosure of any
 arrangement or understanding between any nominee and any other person,
pursuant to
 which such nominee was selected as a director candidate. Please revise
to describe, if
 April 17, 2025
Page 3

 applicable.
8. In new disclosure on pages 11 and 15 of the revised proxy statement, you
indicate that
 abstentions and broker non-votes will be considered votes against
Proposal 2.
 However, the Company's proxy statement indicates that broker non-votes
will have no
 effect on the outcome of the vote on Proposal 2. Please revise or
advise.
 We remind you that the filing persons are responsible for the accuracy
and adequacy
of their disclosures, notwithstanding any review, comments, action or absence
of action by
the staff.

 Please direct any questions to Christina Chalk at 202-551-3263.

 Sincerely,

 Division of
Corporation Finance
 Office of Mergers &
Acquisitions
</TEXT>
</DOCUMENT>