Harrow (HROW) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 18, 2025, at the corporate office in Nashville, TN, with all stockholders invited to attend and vote on key proposals.

• Proxy materials are available online, with options for electronic or paper delivery, and voting can be done in person, by mail, phone, or internet.

• Record date for voting is April 21, 2025, with 36,685,171 shares outstanding and a quorum requirement of a majority of shares.

Voting matters and shareholder proposals

• Election of four directors to serve until the 2026 Annual Meeting.

• Approval of the 2025 Incentive Stock and Awards Plan, enabling 3,950,000 new shares for equity-based awards.

• Ratification of Crowe LLP as the independent registered public accounting firm for 2025.

• Advisory vote on executive compensation (say-on-pay) and on the frequency of future say-on-pay votes, with the Board recommending annual votes.

• Stockholders may submit proposals for the 2026 Annual Meeting by December 30, 2025, and recommend director nominees per bylaw requirements.

Board of directors and corporate governance

• Board reduced to four members after a resignation; three are independent, and one is CEO.

• Committees include Audit, Compensation, and Nomination and Corporate Governance, all composed of independent directors.

• Lead Independent Director role established to ensure independent oversight when CEO is also Chairman.

• Board and committees met regularly in 2024, with 100% attendance by directors.