Arcadia Biosciences (RKDA) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on December 19, 2025, with voting on director elections, executive compensation, and auditor ratification.

• Stockholders of record as of November 4, 2025, are eligible to vote; materials are available online and by mail.

• The Board recommends voting for all proposals, including the re-election of three Class I directors, approval of executive compensation, and ratification of Deloitte & Touche LLP as auditor.

Voting matters and shareholder proposals

• Proposals include electing three Class I directors, a nonbinding advisory vote on executive compensation, and ratifying Deloitte & Touche LLP as independent auditor.

• Directors are elected by plurality; executive compensation and auditor ratification require a majority of votes cast.

• Stockholders may submit proposals for the 2026 meeting by July 22, 2026, and director nominations by October 20, 2026.

Board of directors and corporate governance

• The Board consists of seven members, six of whom are independent under Nasdaq standards.

• Directors are divided into three classes with staggered three-year terms; Class I nominees are up for re-election.

• Board committees include audit, compensation, and nominating/governance, each with defined responsibilities and independent members.

• The Board separates the roles of Chair and CEO and emphasizes diversity and independence in director selection.