Flux Power (FLUX) Proxy Filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on March 26, 2026, with voting and participation available online for all shareholders.

• Proxy materials and the annual report are primarily distributed via the Internet, with options for paper copies upon request.

• Shareholders of record as of February 2, 2026, are eligible to vote on the election of directors and ratification of the external auditor.

Voting matters and shareholder proposals

• Shareholders will vote on electing five directors to serve until the 2027 annual meeting.

• Ratification of Haskell & White LLP as the independent registered public accounting firm for fiscal year ending June 30, 2026, is on the agenda.

• Shareholder proposals for the 2027 meeting must be submitted by October 13, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• The board consists of five directors, with a majority being independent as per Nasdaq rules.

• Committees include Audit, Compensation, and Nominating and Governance, each composed entirely of independent directors.

• Recent leadership transition: Krishna Vanka appointed CEO and director, Dale T. Robinette as Chairman, following the retirement of Ron Dutt in March 2025.

• The board has adopted a Code of Business Conduct and Ethics and maintains indemnification agreements for directors and officers.