Independent
Tenure on this board
5.0 yrs
2 nominees · 5 ballot items.
Five management proposals are up for vote: (1) Nasdaq 5635(d) full issuance of shares and exercise of investor warrants; (2) amendment to increase the aggregate number of shares under the Amended and Restated 2021 Omnibus Incentive Plan from 121,457 to 721,457; (3) election of two Class I directors to hold office through 2028; (4) ratification of Baker Tilly US, LLP as the independent registered public accounting firm for 2025; and (5) adjournment of the annual meeting to solicit additional proxies.
Approve full issuance of common stock and exercise of warrants issued to an investor to be issued upon conversion of preferred stock and related warrants, in connection with a Securities Purchase Agreement and private placement, to comply with Nasdaq Listing Rule 5635(d).
Approve the Plan Amendment to increase the share reserve under the Amended and Restated 2021 Omnibus Incentive Plan from 121,457 shares to 721,457 shares to support equity awards and talent retention.
Election of two Class I directors named in the Proxy Statement to hold office until the 2028 annual meeting and until their successors are duly elected and qualified.
Ratify the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, following the merger with Moss Adams LLP.
Consider and vote upon adjourning the Annual Meeting to solicit additional proxies in favor of the other proposals if necessary.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | ADAGE CAPITAL PARTNERS GP, L.L.C. | 1.02% | 149,711 | $81K |
| 2 | PERCEPTIVE ADVISORS LLC | 0.59% | 86,666 | $47K |
| 3 | GEODE CAPITAL MANAGEMENT, LLC | 0.49% | 72,719 | $39K |
| 4 | CITADEL ADVISORS LLC | 0.39% | 57,363 | $31K |
| 5 | XTX Topco Ltd | 0.17% | 24,363 | $13K |
| 6 | VANGUARD FIDUCIARY TRUST CO | 0.16% | 23,854 | $13K |
| 7 | Virtu Financial LLC | 0.09% | 13,313 | $7K |
| 8 | TRU INDEPENDENCE ASSET MANAGEMENT 2, LLC | 0.09% | 13,000 | $7K |
| 9 | VANGUARD CAPITAL MANAGEMENT LLC | 0.09% | 12,854 | $7K |
| 10 | UBS Group AG | 0.06% | 8,791 | $5K |
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