BioRestorative Therapies (BRTX) Proxy filing summary

Executive summary

• Special Meeting of Stockholders scheduled for May 26, 2026, to vote on increasing authorized common stock and potential adjournment for further proxy solicitation.

• Proxy materials available electronically and by mail, with voting instructions provided for internet, phone, and mail.

• Only stockholders of record as of April 6, 2026, are entitled to vote.

Voting matters and shareholder proposals

• Proposal 1: Amend Articles of Incorporation to increase authorized common stock from 75,000,000 to 1,500,000,000.

• Proposal 2: Authorize adjournment of the meeting to solicit additional proxies if needed.

• Board recommends voting FOR both proposals.

• Both proposals require a majority of shares present or represented by proxy to pass.

Board of directors and corporate governance

• Board of Directors solicits proxies and may bear costs of solicitation, including forwarding materials to beneficial owners.

• Board has authority to determine issuance terms for new shares without further stockholder approval, except as required by law or exchange rules.

• Classified Board structure and advance notification requirements for nominations and proposals.