CNS Pharmaceuticals (CNSP) Proxy filing summary

Executive summary

• Annual Meeting scheduled for September 30, 2026, to be held virtually, with voting on key corporate matters.

• Proxy materials distributed electronically to expedite delivery and reduce costs.

• Record date for voting eligibility is August 10, 2026, with 1,461,449 shares outstanding.

Voting matters and shareholder proposals

• Election of six directors to serve until the 2027 annual meeting.

• Ratification of MaloneBailey, LLP as independent auditor for 2026.

• Advisory vote on executive compensation (say-on-pay).

• Approval of amendments to the 2020 Stock Plan, increasing authorized shares by 650,000.

• Authorization to adjourn the meeting if more proxies are needed.

Board of directors and corporate governance

• Board consists of six members, five of whom are independent per NASDAQ rules.

• Board committees: Audit, Compensation, and Nominating & Corporate Governance, all with independent members.

• Board and committees held a total of 16 meetings in 2025; all directors attended at least 75% of meetings.

• No family relationships among directors or executive officers.