BranchOut Food (BOF) Proxy Filing summary

Executive summary

• Annual meeting scheduled for December 30, 2025, to elect six directors, approve executive compensation, and ratify the external auditor.

• Board recommends voting for all director nominees, executive compensation, and auditor ratification.

• Record date for voting is November 3, 2025, with 12,327,109 shares outstanding.

• Proxy materials include the proxy statement and 2024 annual report.

Voting matters and shareholder proposals

• Proposals include election of six directors, advisory approval of executive compensation, and ratification of M&K CPAS, PLLC as independent auditor.

• Board unanimously recommends voting for all proposals.

• Plurality vote required for director election; majority for other proposals.

• Shareholders may submit proposals for the 2026 meeting by July 20, 2026.

Board of directors and corporate governance

• Board consists of six members, including CEO and CFO; four are independent per Nasdaq standards.

• Board committees: Audit, Compensation, and Nominating/Corporate Governance, each with independent members.

• Board focuses on risk oversight, with management handling day-to-day risk.

• No formal policy on separating CEO and Chairman roles; currently combined.

• Code of Ethics and insider trading policy in place, available on company website.