Not independent
Tenure on this board
8.9 yrs
6 nominees · 7 ballot items.
The proxy statement presents seven proposals for stockholder action: Proposal 1 to elect six directors, Proposal 2 to ratify the independent auditor, Proposal 3 to increase authorized common stock, Proposal 4 to authorize issuance of Series B conversion shares and warrants (and related shares) under the Series B Purchase Agreement, Proposal 5 to amend the 2017 Equity Compensation Plan to add 4,000,000 shares, Proposal 6 to authorize a reverse stock split ranging from 1-for-2 to 1-for-10, and Proposal 7 to adjourn the meeting if necessary.
To elect six directors named in the Proxy Statement to serve one-year terms expiring in 2026.
To ratify HTL International, LLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.
To increase the number of authorized shares of Common Stock from 150,000,000 to 200,000,000 and to adjust the number of authorized shares of capital stock accordingly.
To authorize, for Nasdaq Listing Rule 5635(d) purposes, the issuance of shares of Common Stock underlying Series B convertible preferred stock and Series B Warrants issued under the August 18, 2025 Securities Purchase Agreement (including any anti-dilution adjustments).
To increase the aggregate number of shares of Common Stock available for grant under the Wrap Technologies, Inc. 2017 Equity Compensation Plan by 4,000,000 shares, to a total of 20,500,000 shares.
To effect, at the Board’s discretion and prior to the one-year anniversary of stockholders’ reverse split approval, a reverse stock split of all outstanding shares of Common Stock at a ratio in the range of 1-for-2 to 1-for-10; the exact ratio to be determined by the Board.
To adjourn the Annual Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event of insufficient votes for any Proposal.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD CAPITAL MANAGEMENT LLC | 2.76% | 1,539,138 | $2M |
| 2 | RAYMOND JAMES FINANCIAL INC | 1.20% | 668,165 | $1M |
| 3 | BlackRock, Inc. | 0.77% | 427,212 | $658K |
| 4 | GEODE CAPITAL MANAGEMENT, LLC | 0.70% | 389,436 | $600K |
| 5 | RENAISSANCE TECHNOLOGIES LLC | 0.57% | 316,762 | $488K |
| 6 | VANGUARD FIDUCIARY TRUST CO | 0.40% | 220,727 | $340K |
| 7 | LPL Financial LLC | 0.37% | 204,595 | $315K |
| 8 | MARSHALL WACE, LLP | 0.32% | 176,686 | $272K |
| 9 | Caption Management, LLC | 0.27% | 148,076 | $228K |
| 10 | BLAIR WILLIAM CO/IL | 0.24% | 133,333 | $205K |
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