Greenwave Technology Solutions (GWAV) Proxy Filing summary

Executive summary

• Special Meeting scheduled for January 10, 2025, to be held virtually for shareholder convenience and increased participation.

• Record date for voting is November 13, 2024, with 22,378,762 shares of Common Stock and 450,000 Series A-1 Preferred shares outstanding.

• Key proposals include amending the 2024 Equity Incentive Plan, approving issuance of warrants, and authorizing adjournment if more votes are needed.

• Board recommends voting in favor of all proposals to support long-term growth and capital needs.

• Forward-looking statements caution about risks and uncertainties affecting future performance.

Voting matters and shareholder proposals

• Proposal 1: Amend 2024 Equity Incentive Plan to increase reserved shares to 5,000,000.

• Proposal 2: Approve issuance of warrants for up to 5,549,374 shares of Common Stock, in line with Nasdaq rules.

• Proposal 3: Authorize adjournment of the meeting to solicit more proxies if needed.

• Board recommends a "FOR" vote on all proposals; majority of votes cast required for approval.

• No appraisal rights for stockholders regarding these proposals.

Board of directors and corporate governance

• Board and Compensation Committee approved the Second 2024 Plan Amendment, subject to shareholder approval.

• Directors and executive officers eligible to participate in the equity plan; no other special interests in proposals.

• Danny Meeks, CEO, holds significant voting power through Common and Preferred shares.