Ainos (AIMD) Proxy Filing summary

Executive summary

• Annual meeting scheduled for November 7, 2025, with record date set as September 17, 2025.

• Key proposals include election of directors, ratification of auditor, approval of special stock awards, and potential adjournment authorization.

• Shareholders can vote by internet, phone, or mail, and may revoke proxies before the meeting.

• Proxy materials and annual report are available online.

Voting matters and shareholder proposals

• Election of seven directors, all current board members, for one-year terms.

• Ratification of YCM CPA INC. as independent auditor for fiscal year ending December 31, 2024.

• Approval to reserve up to 950,000 shares as special stock awards, not under the 2023 Stock Incentive Plan.

• Authorization to adjourn the meeting if more time is needed to solicit proxies.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of seven members, with three qualifying as independent under SEC and Nasdaq rules.

• Audit and Compensation Committees are fully independent and have defined charters.

• Directors receive cash compensation and RSUs, with vesting schedules and annual retainers.

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

• Directors and officers are indemnified and covered by insurance.