1Stdibs.Com (DIBS) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on May 8, 2025, with stockholders able to participate online using a unique control number.

• Stockholders of record as of March 11, 2025, are eligible to vote on the proposals presented.

• The meeting agenda includes electing three Class I directors and ratifying the appointment of the independent auditor.

Voting matters and shareholder proposals

• Proposal 1: Elect three Class I directors to serve until the 2028 annual meeting.

• Proposal 2: Ratify Ernst & Young LLP as the independent registered public accounting firm for 2025.

• No other business is expected, but proxies allow for discretionary voting on unforeseen matters.

• Stockholder proposals for the 2026 meeting must be received between November 25 and December 25, 2025.

Board of directors and corporate governance

• The board consists of seven directors divided into three classes with staggered three-year terms.

• Six of seven directors are independent under Nasdaq rules; no family relationships among directors or executive officers.

• Board committees include audit, compensation, and nominating/corporate governance, each meeting four times in 2024.

• The board encourages director attendance at annual meetings; five of seven attended in 2024.

• Lead independent director presides when the Chairperson is absent; independent directors chair all committees.

• Corporate governance guidelines, codes of conduct, and ethics are in place and reviewed annually.