GameSquare (GAME) Proxy filing summary

Executive summary

• Special meeting scheduled for August 13, 2026, to vote on a reverse stock split and potential adjournment.

• The reverse stock split aims to bring the share price into compliance with Nasdaq's $1.00 minimum bid requirement.

• Board recommends voting in favor of both proposals and will have discretion on the split ratio (1-for-2 to 1-for-8).

• If approved, the Board may implement the split within one year or abandon it if not deemed necessary.

Voting matters and shareholder proposals

• Proposal 1: Approve amendment for a reverse stock split, ratio to be set by the Board.

• Proposal 2: Approve adjournment of the meeting if more time is needed to solicit proxies or establish a quorum.

• Both proposals require a majority of shares present or represented by proxy to pass; abstentions count as votes against.

• Board unanimously recommends voting "FOR" both proposals.

• Stockholder proposals for the 2027 annual meeting must be submitted by January 12, 2027.

Board of directors and corporate governance

• Board has authority to set the reverse split ratio and determine if/when to implement the split.

• No officer or director has a different interest from other shareholders regarding the reverse split.

• Board does not intend for the reverse split to be part of a going-private transaction.