ENDRA Life Sciences (NDRA) Proxy Filing summary

Executive summary

• Received Nasdaq delisting determination after common stock traded below $0.10 for 10 consecutive days, following prior non-compliance with the $1.00 minimum bid price requirement.

• Requested a hearing before a Nasdaq Hearings Panel, which stays delisting action pending the outcome and any compliance period granted.

• Plans to consider options to regain compliance, including a reverse stock split, to be voted on at the August 6, 2024 annual meeting.

• Forward-looking statements caution that there is no assurance of regaining compliance or continued listing.

Voting matters and shareholder proposals

• Annual meeting scheduled for August 6, 2024, with proposals unchanged from prior proxy statement.

• Stockholder approval sought for a reverse stock split at a ratio between 1-for-20 and 1-for-50, with the final ratio to be determined by the board.

Board of directors and corporate governance

• Board retains discretion to determine the final reverse stock split ratio if approved by shareholders.

• Directors and executive officers may participate in proxy solicitation for the annual meeting.