T Stamp (IDAI) investor relations material

Executive summary

• The deferred 2025 Annual Meeting will be held virtually on July 7, 2026, with a record date of May 13, 2026, for voting eligibility.

• Stockholders will vote on director elections, auditor ratification, and approval of private placement warrants, with additional business as needed.

• Proxy materials are primarily distributed electronically to reduce costs and environmental impact.

Voting matters and shareholder proposals

• Stockholders will elect two Class III directors to serve until the 2028 Annual Meeting.

• Ratification of CBIZ CPAs P.C. as the independent auditor for fiscal year 2025 is on the agenda.

• Approval is sought for the issuance of up to 648,148 shares upon exercise of private placement warrants issued under the Armistice SPA, in compliance with Nasdaq rules.

• Stockholders may submit proposals for the 2026 proxy statement, subject to SEC deadlines and requirements.

Board of directors and corporate governance

• The board consists of seven members, with a classified structure and a focus on diversity and relevant experience.

• Four directors are considered independent under Nasdaq rules; independent directors meet in executive sessions.

• Committees include Audit, Compensation, and Nominating and Corporate Governance, each with defined roles and independent membership.

• Directors are encouraged, but not required, to attend annual meetings.

• A code of business conduct and ethics applies to all directors, officers, and employees.