BlackSky (BKSY) Proxy Filing summary

Executive summary

• Annual meeting scheduled for September 4, 2024, to be held virtually, with voting available online, by phone, or mail.

• Key proposals include election of two Class III directors, ratification of Deloitte & Touche LLP as auditor, and approval of a reverse stock split at a ratio of 1-for-2 to 1-for-25.

• Board recommends voting in favor of all proposals.

Voting matters and shareholder proposals

• Proposals: elect Brian O'Toole and James Tolonen as Class III directors (term until 2027), ratify Deloitte & Touche LLP as auditor for 2024, and approve a reverse stock split.

• Reverse stock split aims to maintain NYSE listing and improve stock marketability; ratio to be set by board discretion.

• Shareholders of record as of July 16, 2024, are eligible to vote.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of seven directors, five of whom are independent under NYSE standards.

• Board is divided into three classes with staggered three-year terms.

• Board leadership structure separates chairperson and CEO roles; William Porteous serves as independent chair.

• Committees: audit, compensation, and nominating/corporate governance, all with written charters and regular meetings.

• Non-employee directors meet in executive sessions without management present.

• Policy prohibits hedging or pledging of company securities by insiders.

• Corporate governance guidelines and code of business conduct and ethics are in place and available online.