Hyperliquid Strategies (PURR) Proxy filing summary

Executive summary

• Annual meeting scheduled for November 4, 2026, will be held virtually to maximize shareholder participation.

• Stockholders will vote on director elections, approval of share issuance under the ChEF Purchase Agreement, and auditor ratification.

• Board recommends voting in favor of all proposals and emphasizes the importance of shareholder representation.

Voting matters and shareholder proposals

• Election of two Class I directors for three-year terms expiring at the 2029 annual meeting.

• Approval sought for issuance of common stock under the ChEF Purchase Agreement, potentially exceeding 19.99% of outstanding shares.

• Ratification of CBIZ CPAs P.C. as independent auditor for fiscal year ending June 30, 2027.

• Board unanimously recommends voting “FOR” all proposals.

• Procedures for shareholder proposals and director nominations for the 2027 annual meeting are outlined.

Board of directors and corporate governance

• Board consists of eight members divided into three staggered classes, with annual elections for one class.

• Majority of directors are independent per Nasdaq rules; CEO and Chair roles are separated.

• Board committees include audit and risk, compensation, and nominating and corporate governance, each with independent members.

• Advisor Rights Agreement grants certain director nomination rights to Rorschach Advisors LLC, though not currently exercised.

• Code of Business Conduct and Ethics and anti-hedging policy are in place for directors and officers.