4 nominees · 3 ballot items.
Elect four directors to serve until the 2027 annual meeting; ratify AssentSure PAC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026; and consider and act on other matters that may properly come before the Annual Meeting.
Elect four (4) directors to serve until the 2027 annual meeting of stockholders and until their respective successors have been duly elected and qualified, or until their earlier resignation or removal.
Ratify the appointment of AssentSure PAC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
To consider and act on other matters that may properly come before the Annual Meeting or any postponements, adjournments or continuations thereof.
This catch-all proposal asks stockholders to permit the meeting to consider and act on any additional matters that may properly arise during the Annual Meeting, including postponements, adjournments or continuations. Management includes this item to provide procedural flexibility to address unexpected or procedural matters that could come up at the meeting without requiring a subsequent supplemental solicitation. From a governance standpoint, this is a routine, permissive resolution that does not itself effectuate substantive corporate action, but it does authorize the proxy holders to cast votes on unforeseen items. The Board has not identified any specific additional proposals or contested matters in the proxy materials, and it instructs proxies to use their discretion for such matters, indicating no express board recommendation is being provided. For investors, the practical implication is limited: unless a substantive, non-routine shareholder proposal or other contested matter is presented at the meeting, no material action is expected under this agenda item. However, if an unexpected transaction, approval request, or shareholder motion is introduced, the discretionary authority granted here could be consequential depending on how proxy holders exercise votes. The provision reduces administrative friction and enables the meeting to proceed efficiently, but it also concentrates a degree of voting discretion in the hands of the proxy designees. Institutional investors evaluating governance risk should note the absence of a specific recommendation and consider whether to provide explicit voting instructions to their brokers or management proxies in advance. Overall, this item is procedural and common in proxy solicitations, intended to ensure the meeting can address any additional lawful business that properly arises.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | UBS Group AG | 0.22% | 26,050 | $49K |
| 2 | GEODE CAPITAL MANAGEMENT, LLC | 0.14% | 17,323 | $33K |
| 3 | XTX Topco Ltd | 0.14% | 16,320 | $31K |
| 4 | JANE STREET GROUP, LLC | 0.11% | 12,948 | $24K |
| 5 | Tower Research Capital LLC (TRC | 0.02% | 2,870 | $5K |
| 6 | JANE STREET GROUP, LLC | 0.01% | 1,515 | $3K |
| 7 | Tower Research Capital LLC (TRC | 0.01% | 702 | $1K |
| 8 | GEODE CAPITAL MANAGEMENT, LLC | 0.01% | 675 | $1K |
| 9 | Davis Capital Management | 0.00% | 22 | $42 |
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