Catheter Precision (VTAK) Proxy Filing summary

Executive summary

• Special Meeting scheduled for January 13, 2025, to vote on five key proposals, including warrant exercises, share authorization, equity plan amendment, auditor ratification, and potential adjournment.

• Board recommends voting in favor of all proposals to support capital flexibility, employee retention, and compliance with NYSE rules.

• Forward-looking statements highlight risks related to capital needs, business strategy, and the impact of proposal outcomes.

Voting matters and shareholder proposals

• Proposal 1: Approve issuance of up to 10,695,962 shares upon exercise of Series K Warrants, contingent on stockholder approval.

• Proposal 2: Amend Certificate of Incorporation to increase authorized common shares from 30 million to 60 million.

• Proposal 3: Add 1.5 million shares to the 2023 Equity Incentive Plan for employee and director compensation.

• Proposal 4: Ratify WithumSmith + Brown, PC as independent auditor for fiscal year 2025.

• Proposal 5: Approve adjournment or postponement of the meeting if more time is needed to solicit votes.

Board of directors and corporate governance

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

• Special meetings can only be called by the chairperson, CEO, or board majority; stockholders cannot call special meetings.

• Advance notice required for stockholder proposals and director nominations.

• Anti-takeover provisions include board classification, limits on written consent, and Delaware Section 203 protections.