7 nominees · 4 ballot items.
The special meeting will consider four proposals: issuance of Series G stock upon conversion, amendment to the 2017 Omnibus Equity Incentive Plan increasing the share reserve, ratification of Grassi & Co., CPAs, P.C. as independent accountants for 2025, and approval of the AgEagle Aerial Systems Inc. Employee Stock Purchase Plan.
Approve the issuance of shares of common stock issuable upon the conversion of 100,000 shares of Series G Convertible Preferred Stock, with an initial conversion price of $1.23 per share, including potential additional issuances that could lead to significant dilution.
Increase the total number of shares available under the Plan from 300,000 to 2,300,000 to enable the grant of stock options, RSUs and other awards to attract and retain personnel; current remaining shares are limited and dilution is expected to be about 4.9% on a fully diluted basis.
Ratify the appointment of Grassi & Co., CPAs, P.C. as the company’s independent accountants for the fiscal year ending December 31, 2025, following the dismissal of WithumSmith+Brown, P.C.
Adopt the ESPP to provide eligible employees with an opportunity to purchase company stock at a discount through payroll deductions, with a maximum 500,000 shares reserved and six-month offering periods.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD CAPITAL MANAGEMENT LLC | 3.1% | 1,820,175 | $2M |
| 2 | GEODE CAPITAL MANAGEMENT, LLC | 0.7% | 411,317 | $372K |
| 3 | BlackRock, Inc. | 0.6% | 378,799 | $342K |
| 4 | Calamos Wealth Management LLC | 0.5% | 301,672 | $273K |
| 5 | Calamos Advisors LLC | 0.5% | 301,672 | $273K |
| 6 | VANGUARD FIDUCIARY TRUST CO | 0.4% | 241,987 | $219K |
| 7 | UBS Group AG | 0.4% | 213,039 | $193K |
| 8 | STATE STREET CORP | 0.3% | 150,742 | $136K |
| 9 | NORTHERN TRUST CORP | 0.2% | 95,880 | $87K |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 0.2% | 91,219 | $82K |
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