Allbirds (BIRD) Proxy Filing summary

Executive summary

• Special Meeting scheduled for August 13, 2024, to be held virtually for all stockholders.

• Main agenda is to approve a reverse stock split of Class A and Class B Common Stock at a ratio between 1:10 and 1:50, with the exact ratio at the Board's discretion.

• The reverse stock split aims to increase the per-share price to meet Nasdaq's minimum bid price requirement and maintain listing.

• Adjournment proposal allows the meeting to be postponed if more time is needed to solicit votes for the reverse stock split.

Voting matters and shareholder proposals

• Stockholders will vote on: (1) the reverse stock split amendment, and (2) the adjournment of the meeting if necessary to solicit additional proxies.

• Board recommends voting FOR both proposals.

• No other proposals are scheduled for a vote at the meeting.

• Stockholder proposals for the 2025 annual meeting must be submitted by December 26, 2024, for inclusion in proxy materials.

Board of directors and corporate governance

• Board has full discretion to set the reverse split ratio within the approved range or to abandon the split if not in the best interest of the company.

• Board and management may solicit proxies by various means, with no additional compensation for doing so.