Not independent
Tenure on this board
9.8 yrs
Also a director at
Elite Express Holding Inc (ETS)
1 nominee · 6 ballot items.
The special meeting will consider six management-proposed matters: (1) Class A Increase Proposal to authorize more Class A Common Stock, (2) Class B Increase Proposal to authorize more Class B Common Stock, (3) Reincorporation Proposal to move from North Carolina to Delaware, (4) RSUs Issuance Proposal granting 477,888 RSUs to Huan Liu, (5) Adjournment Proposal to allow further solicitation or quorum maintenance, and (6) any other business as may be properly brought before the meeting.
Approve increasing the authorized Class A Common Stock to 2,000,000,000 shares; if Proposals No. 1 and No. 2 are approved, the Delaware Certificate of Incorporation will reflect these increased authorized share amounts; the Board notes there is currently no definitive plan to issue the additional shares.
Approve increasing the authorized Class B Common Stock to 200,000,000 shares; together with Proposal No. 1, this allows a corresponding increase in authorized shares upon reincorporation; the Board currently has no definitive plan to issue the additional Class B shares.
Approve converting the Company from North Carolina to Delaware, including adoption of a Plan of Conversion and related Delaware documents, with automatic conversion of Class A and Class B shares on the same basis; governance would shift to DGCL and Delaware Certificate of Incorporation.
Approve granting 477,888 RSUs to Huan Liu under the Amended and Restated 2024 Stock Incentive Plan, which upon vesting would convert to Class B Common Stock; Nasdaq Rule 5635(d) requires shareholder approval due to potential 20% voting power impact.
Approve one or more adjournments of the Special Meeting to permit further solicitation of proxies or to obtain a quorum if necessary.
Consider any other business properly brought before the Special Meeting or any adjournment thereof.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | GEODE CAPITAL MANAGEMENT, LLC | 1.5% | 44,302 | $66K |
| 2 | CITADEL ADVISORS LLC | 0.7% | 21,594 | $32K |
| 3 | VANGUARD CAPITAL MANAGEMENT LLC | 0.5% | 14,592 | $22K |
| 4 | XTX Topco Ltd | 0.4% | 12,028 | $18K |
| 5 | UBS Group AG | 0.1% | 1,730 | $3K |
| 6 | Tower Research Capital LLC (TRC | 0.1% | 1,645 | $2K |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 0.0% | 792 | $1K |
| 8 | UBS Group AG | 0.0% | 604 | $900 |
| 9 | OSAIC HOLDINGS, INC. | 0.0% | 82 | $121 |
| 10 | Caitong International Asset Management Co., Ltd | 0.0% | 4 | $6 |
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