Lightbridge (LTBR) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on May 8, 2025, with voting on key proposals including director elections, amendments to the Articles of Incorporation and Omnibus Incentive Plan, executive compensation, and auditor ratification.

• Shareholders of record as of March 12, 2025, are eligible to vote, with multiple voting methods available including online, phone, and mail.

• The Board recommends voting in favor of all proposals and emphasizes ongoing shareholder engagement and transparency.

Voting matters and shareholder proposals

• Proposals include electing six directors, increasing authorized common shares from 25M to 100M, amending the 2020 Omnibus Incentive Plan to increase available shares from 2.5M to 5M, an advisory vote on executive compensation, and ratification of BDO USA, P.C. as auditor.

• The Series X Preferred Stock, held by an independent director, provides 25M votes on Proposal 2, mirroring the common stock vote proportion.

• Shareholder proposals for the 2026 meeting must comply with SEC rules and company bylaws.

Board of directors and corporate governance

• The Board consists of six members, with a majority being independent; all are standing for re-election.

• Board committees include Audit, Compensation, and Governance/Nominating, all composed of independent directors.

• The Board disbanded several committees in 2024 to streamline governance.

• Directors are selected based on integrity, experience, and alignment with company needs, with a focus on diversity and global expertise.