Newton Golf Company (NWTG) investor relations material

Executive summary

• The annual meeting is scheduled for December 18, 2025, and will be held virtually to maximize shareholder participation.

• Shareholders will vote on electing four directors, ratifying the external auditor, and approving an amended equity incentive plan.

• Recent reverse stock splits were implemented in July 2024 (1-for-10) and March 2025 (1-for-30), with all share data retroactively adjusted.

Voting matters and shareholder proposals

• Shareholders will elect Dr. Greg Campbell, Jane Casanta, Brett Hoge, and Akinobu Yorihiro as directors for a one-year term.

• Ratification of Weinberg & Company, P.A. as the independent auditor for 2025 is up for vote.

• Approval is sought for the Amended and Restated 2022 Equity Incentive Plan, increasing available shares by 1,400,000 and adding an annual share increase.

• Shareholder proposals for the 2026 meeting must be submitted between August 20 and September 19, 2026.

Board of directors and corporate governance

• The board currently has four members, with two (Jane Casanta and Brett Hoge) deemed independent under Nasdaq rules.

• The company is not in compliance with Nasdaq’s requirement for a majority of independent directors and a three-member audit committee, but is actively seeking to regain compliance.

• The board has Audit, Compensation, and Nominating and Corporate Governance Committees, each chaired by independent directors.

• A Code of Business Conduct and Ethics applies to all directors, officers, and employees.