Benson Hill (BHIL) Proxy Filing summary

Voting matters and shareholder proposals

• Proposal No. 3 seeks approval for a reverse stock split, allowing every 10 to 50 shares to be reclassified into one share, with the exact ratio determined by the board and announced before the effective time.

• The reverse stock split will not alter the number of authorized shares, the terms of common stock, or the relative voting power of stockholders.

• Stockholders entitled to fractional shares from the split will receive cash in lieu of fractional shares, based on the closing price at the effective time.

Board of directors and corporate governance

• The board adopted and declared the amendment for the reverse stock split advisable and in the best interests of the corporation and its stockholders.

• The amendment was duly adopted by the board and approved by stockholders in accordance with Delaware law.

Shareholder rights and capital structure

• The amendment corrects the authorized common stock to 440,000,000 shares, not 400,000,000 as previously stated.

• The company is authorized to issue 440,000,000 shares of common stock and 1,000,000 shares of preferred stock, both with a par value of $0.0001 per share.