Atlantic International (ATLN) Proxy filing summary

Executive summary

• Annual Meeting scheduled for July 15, 2025, will be held virtually, allowing shareholders to vote and submit questions online.

• Record date for voting is May 19, 2025, with 58,375,488 shares outstanding as of that date.

• Proxy materials and the 2024 Annual Report are available electronically to all shareholders.

Voting matters and shareholder proposals

• Election of five directors to serve until the next annual meeting.

• Advisory vote on executive compensation (Say on Pay) and on the frequency of future Say on Pay votes.

• Ratification of RBSM, LLP as independent registered public accounting firm for 2025.

• Approval of the 2025 Omnibus Equity Incentive Plan.

• Increase in authorized shares of common stock to 280 million and change in par value to $0.01.

• Amendments to allow majority vote for director removal, shareholder action by written consent, and reclassification of the board to an unclassified structure.

Board of directors and corporate governance

• Board consists of five members, with three considered independent under NASDAQ rules.

• CEO serves as Interim Chairman; no lead independent director, but all committees are chaired by independent directors.

• Board committees include Audit, Nominating and Corporate Governance, and Compensation, each with defined charters.

• Board and committees met regularly in 2024, with full attendance by all directors.

• Anti-hedging, anti-pledging, and insider trading policies are in place.