Stablecoin Development Corp

1. 1

   Election of Class III Directors

   ManagementBoard: FOR

   Election of Dr. Paul E. Freiman, David E. Lazar and Swan Sit to three-year terms on NovaBay’s Board.

2. 2

   Advisory, Non-Binding Vote to Approve Executive Compensation (Say-on-Pay

   ManagementBoard: FOR

   Advisory vote on the compensation of NovaBay’s named executive officers, as disclosed in the Proxy Statement.

3. 3

   Advisory, Non-Binding Vote on the Frequency of Say-on-Pay

   ManagementBoard: FOR

   Advisory vote on how often NovaBay stockholders want Say-on-Pay votes (every 1, 2, or 3 years).

4. 4

   Advisory, Non-Binding Vote to Ratify the Selection of the Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratification of WithumSmith+Brown, PC as NovaBay’s independent registered public accounting firm for the 2025 fiscal year.

5. 5

   Approval of Issuance of Common Stock Upon Conversion of Series D Preferred Stock and Series E Preferred Stock (NYSE American Proposal

   ManagementBoard: FOR

   Stockholder approval to issue up to 120,000,000 shares of Common Stock upon conversion of the Series D and Series E Preferred Stock (to be issued in the Final Closing), as required by the NYSE American Company Guide.

6. 6

   Approval to Increase Shares Available for Issuance Under the 2017 Omnibus Plan

   ManagementBoard: FOR

   Increase the number of authorized shares under the 2017 Omnibus Plan by 1,000,000, with corresponding changes to grant limits.

7. 7

   Approval of the Equity Consideration to Resigning Non-Employee Directors

   ManagementBoard: FOR

   Approval of the Equity Consideration, comprised of newly-issued restricted Common Stock with an aggregate value of $40,000, to each resigning non-employee director.

8. 8

   The Reverse Stock Split Proposal

   ManagementBoard: FOR

   Approve a reverse stock split of not less than 1-for-2 and not more than 1-for-10, with Board discretion to set the ratio and timing.

9. 9

   Approval to Increase Authorized Common Stock

   ManagementBoard: FOR

   Increase the authorized Common Stock from 150,000,000 to 1,500,000,000 shares.

10. 10

    Approval to Increase Authorized Preferred Stock

    ManagementBoard: FOR

    Increase the authorized preferred stock from 5,000,000 to 10,000,000 shares.

11. 11

    The Adjournment Proposal

    ManagementBoard: FOR

    Grant discretionary authority to the Board to adjourn the Annual Meeting to secure votes if necessary.

Upcoming shareholder meetings at Stablecoin Development Corp’s closest sector peers — compare boards, ballots, and ownership across the cohort.

When is the Stablecoin Development Corp 2025 annual meeting?

Stablecoin Development Corp (SDEV) holds its 2025 annual shareholder meeting on Thursday, October 16, 2025.

What is the record date for the Stablecoin Development Corp 2025 meeting?

The record date for the Stablecoin Development Corp 2025 meeting is Monday, September 22, 2025. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Stablecoin Development Corp's 2025 meeting?

The board is presenting 3 director nominees at the Stablecoin Development Corp 2025 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Stablecoin Development Corp 2025 meeting?

Shareholders will vote on 11 proposals at the Stablecoin Development Corp 2025 meeting, each tagged with who proposed it and the board's recommendation.