Comstock Holding Companies (CHCI) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held on June 17, 2026, to elect two directors, ratify the appointment of the independent auditor, hold an advisory vote on executive compensation, and address other business.

• The record date for voting is April 20, 2026, with 10,038,978 Class A and 220,250 Class B shares outstanding; Class B shares have 15 votes per share.

• Board recommends voting FOR all proposals, including director nominees, auditor ratification, and executive compensation approval.

Voting matters and shareholder proposals

• Proposals include electing two directors for three-year terms, ratifying Grant Thornton LLP as auditor for 2026, and a non-binding advisory vote on 2025 executive compensation.

• Only the auditor ratification is considered a routine matter for broker voting discretion.

• Shareholders may submit proposals for the 2027 meeting by December 31, 2026, and must follow specific bylaw and SEC requirements.

Board of directors and corporate governance

• Board consists of five members post-meeting, with staggered three-year terms; all but the CEO are independent.

• Three standing committees: Audit, Compensation, and Nominating & Corporate Governance, each led by independent directors.

• Board and committee charters, governance guidelines, and codes of conduct are available to shareholders.

• All directors attended at least 75% of meetings in 2025; in-person attendance is required.