Cion Investment (CION) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on June 25, 2026, at 3:00 p.m. ET, with shareholders able to attend and vote online using a 16-digit control number.

• Shareholders will vote on electing two directors for three-year terms and ratifying the selection of RSM US LLP as the independent auditor for 2026.

• The record date for voting eligibility is April 30, 2026, with 49,789,210 shares outstanding as of that date.

• Proxy materials are available online, and voting can be done via internet, phone, or mail.

Voting matters and shareholder proposals

• Proposal 1: Elect two Class II directors (Robert A. Breakstone and Catherine K. Choi) for terms expiring in 2029.

• Proposal 2: Ratify RSM US LLP as independent registered public accounting firm for the year ending December 31, 2026.

• The board unanimously recommends voting FOR both proposals.

• Shareholders may submit proposals for the 2027 annual meeting by December 31, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• The board will reduce from eight to seven members after the meeting, with five independent directors.

• Aron I. Schwartz, a current independent director, will not stand for re-election and will depart after the meeting.

• The board has standing audit, nominating and corporate governance, and compensation committees, all composed of independent directors.

• Directors are divided into three classes, each serving staggered three-year terms.

• Independent directors receive annual retainers, meeting fees, and chairperson fees; interested directors receive no compensation.