Knightscope (KSCP) Proxy Filing summary

Executive summary

• Annual meeting scheduled for August 16, 2024, to be held virtually at 1:00 PM PT.

• Proxy materials, including the Notice, Proxy Statement, and 10-K, are available online for review and voting.

• Shareholders are encouraged to vote online or request paper copies of materials by July 19, 2024.

Voting matters and shareholder proposals

• Election of four directors: William Santana Li, William G. Billings, Robert A. Mocny, and Melvin W. Torrie.

• Ratification of BPM LLP as independent auditor for fiscal year ending December 31, 2024.

• Approval of reverse stock splits for both Class A and Class B Common Stock at ratios between 1-for-5 and 1-for-50, at Board discretion.

• Amendments to authorize blank check preferred stock and remove provisions related to former preferred stock classes.

• Amendments to provide officer exculpation from breaches of fiduciary duty.

• Amendments to establish exclusive forums for certain company-related claims.

• Approval to adjourn the meeting if more time is needed to solicit votes for key proposals.

Board of directors and corporate governance

• Board recommends voting FOR all director nominees and all proposals listed.