Envela (ELA) Proxy filing summary

Executive summary

• The 2025 Annual Meeting is scheduled for June 25, 2025, with six directors up for election and several key proposals on the agenda.

• Shareholders will vote on director elections, auditor ratification, executive compensation, frequency of say-on-pay votes, a new equity incentive plan, and potential adjournment to solicit more proxies.

• The Board unanimously recommends approval of all proposals and encourages shareholder participation via proxy or in person.

Voting matters and shareholder proposals

• Proposals include electing six directors, ratifying Whitley Penn as auditor, approving executive compensation (say-on-pay), determining the frequency of future say-on-pay votes, approving the 2025 Equity Incentive Plan, and authorizing adjournment if needed.

• The Board recommends voting FOR all director nominees, FOR auditor ratification, FOR executive compensation, FOR a three-year frequency for say-on-pay votes, and FOR the new equity plan.

• Shareholders of record as of May 13, 2025, are eligible to vote.

• Stockholder proposals for the 2026 meeting must be received by December 31, 2025, for inclusion in the proxy statement.

Board of directors and corporate governance

• The Board consists of six nominees, including four incumbents and two new candidates, with a mix of executive and independent directors.

• Board committees include Audit, Compensation, and Compliance, Governance, and Nominating, each chaired by an independent director.

• The Board meets regularly, with all members attending meetings in 2024.

• The company maintains a Code of Business Conduct and Ethics and an Anti-Hedging Policy for directors, officers, and employees.

• The Chairman and CEO roles are combined, with a Lead Independent Director providing additional oversight.