Rumble Inc

This management proposal asks shareholders to ratify the Audit Committee’s selection of Baker Tilly US, LLP as Rumble’s independent registered public accounting firm for fiscal 2026. Management explains that the Audit Committee selected Baker Tilly after considering its qualifications and past performance, and the Board recommends shareholder ratification as a matter of good corporate practice, while noting that ratification is not legally required. The filing discloses a change in auditors that occurred due to a merger of Moss Adams with Baker Tilly on June 3, 2025, resulting in Moss Adams’ resignation and Baker Tilly’s appointment as successor; the prior audit reports contained no qualifications or disagreements. The proposal is routine, requiring a majority of votes cast, and the Board recommends a vote FOR, citing oversight continuity and the Audit Committee’s authority to change auditors if needed. The proxy also provides audit fee data and notes that becoming subject to Section 404(b) attestation in 2026 will increase audit scope and fees; this is relevant to investor evaluation of audit costs and auditor capacity. Given the absence of reported disagreements, the board’s recommendation is grounded in standard audit selection processes and continuity after a merger rather than an active competitive search. The Audit Committee retains discretion to replace the auditor if stockholders reject ratification or circumstances warrant, which tempers the governance impact of the ratification vote.