EON Resources (EONR) Proxy Filing summary

Executive summary

• Special meeting scheduled for April 17, 2025, to vote on two key proposals via virtual webcast.

• Proposals include approval of convertible note issuance and potential adjournment if more votes are needed.

• Board unanimously recommends voting in favor of both proposals, citing best interests for the company and shareholders.

Voting matters and shareholder proposals

• Proposal 1 seeks approval to issue more than 19.99% of outstanding Class A Common Stock to accredited investors in exchange for old notes and warrants, in compliance with NYSE American Rule 713(a).

• Proposal 2 allows adjournment of the meeting if more time is needed to solicit votes.

• Both proposals require a majority of shares present (virtually or by proxy) to pass; abstentions count as votes against, broker non-votes have no effect.

• No appraisal rights are available for these proposals.

Board of directors and corporate governance

• Board of Directors is actively soliciting proxies and recommends voting "FOR" both proposals.

• Board and management believe the proposals will help extinguish debt and clean up the capitalization table.

• Chairman has authority to adjourn the meeting if necessary.