Cardiff Oncology (CRDF) Proxy filing summary

Executive summary

• Special meeting scheduled for October 22, 2026, to vote on increasing authorized capital and common stock shares and on a potential adjournment if more time is needed for solicitation.

• Board recommends voting in favor of both proposals to provide flexibility for future business and financing needs.

• Voting can be done in person, by mail, or online, with confidentiality and revocability ensured.

Voting matters and shareholder proposals

• Proposal 1 seeks to amend the Certificate of Incorporation to increase authorized capital stock from 170,000,000 to 320,000,000 and common stock from 150,000,000 to 300,000,000.

• Proposal 2 allows adjournment of the meeting if insufficient votes are received for Proposal 1, enabling further proxy solicitation.

• Both proposals are considered routine matters, allowing brokers to vote without specific instructions.

• No appraisal rights are granted for these proposals.

• Shareholder proposals for the 2027 Annual Meeting must be submitted by December 24, 2026.

Board of directors and corporate governance

• Board and executive officers have an interest in both proposals due to their impact on company operations and governance.

• Board retains discretion to abandon the amendment if deemed not in the best interests of the company before filing.