Drilling Tools International (DTI) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for May 13, 2025, via virtual webcast; record date is March 17, 2025.

• Stockholders will vote on electing seven directors and ratifying the appointment of the independent auditor.

• Proxy materials and annual report are available online; voting can be done by internet, phone, or mail.

Voting matters and shareholder proposals

• Proposal 1: Election of seven director nominees to serve until the 2026 Annual Meeting.

• Proposal 2: Ratification of Weaver & Tidwell, L.L.P. as independent registered public accounting firm for 2025.

• Board recommends voting “FOR” all director nominees and auditor ratification.

• Shareholder proposals for the 2026 meeting must be received by December 2, 2025, for inclusion.

Board of directors and corporate governance

• Board consists of seven directors, most of whom are independent per Nasdaq standards.

• Committees: Audit, Compensation, and Nominating & Corporate Governance, each with defined charters and independent members.

• Annual board, committee, and individual director evaluations are conducted.

• Succession planning for executive officers and board members is reviewed annually.

• Code of Business Conduct and Ethics applies to all directors, officers, and employees.