Heritage Global (HGBL) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on June 4, 2025, with shareholders able to vote online, by phone, or by mail.

• Shareholders will vote on electing three Class I directors and ratifying the appointment of UHY LLP as independent auditor for 2025.

• The Board encourages all shareholders to participate and provides detailed instructions for voting and attending the virtual meeting.

Voting matters and shareholder proposals

• Proposals include electing Samuel Shimer, Kelly Sharpe, and Ross Dove as Class I directors and ratifying UHY LLP as auditor.

• Shareholders of record as of April 7, 2025, are entitled to vote, with each common share having one vote and each Series N preferred share having 40 votes.

• Shareholder proposals for the 2026 meeting must be submitted by February 15, 2026, to be considered for inclusion.

Board of directors and corporate governance

• The Board is divided into three classes with staggered terms; current nominees are for terms expiring in 2028.

• Board committees (Audit, Compensation, Corporate Governance) are composed solely of independent directors.

• The Board met quarterly in 2024, with all directors attending 100% of meetings.

• The Chairman and CEO roles are separated, with Samuel Shimer as Chairman and Ross Dove as CEO.

• The Board has adopted a Code of Conduct, corporate governance guidelines, and committee charters.