Blackboxstocks (BLBX) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on February 7, 2025, with prior registration required for attendance and voting eligibility based on share ownership as of December 12, 2024.

• Two main proposals are up for vote: election of five directors and ratification of the new independent auditor, Victor Mokuolo CPA PLLC, replacing Turner, Stone & Company.

• The Board recommends voting in favor of all director nominees and the auditor ratification.

• Forward-looking statements are included, cautioning about risks and uncertainties affecting future results.

Voting matters and shareholder proposals

• Stockholders will vote on electing five directors for one-year terms and ratifying the appointment of Victor Mokuolo CPA PLLC as auditor for fiscal 2024.

• Director elections are by plurality; auditor ratification requires a majority of votes cast.

• Stockholder proposals for the 2025 meeting must be submitted by August 15, 2025, for proxy inclusion, with additional deadlines for nominations and universal proxy rules.

Board of directors and corporate governance

• The Board consists of five members, including three independent directors as defined by Nasdaq rules.

• Committees include Audit, Compensation, and Nominating and Governance, each composed of independent directors.

• The Board held four meetings in 2023, with all directors attending at least 75% of meetings.

• No family relationships or recent legal proceedings involving directors or officers.

• A Code of Ethics and Business Conduct and Insider Trading Policy are in place.