Local Bounti (LOCL) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 11, 2025, to be held virtually, with voting on four key proposals including director elections, auditor ratification, preferred stock conversion, and an equity plan amendment.

• Record date for voting is April 14, 2025; materials distributed starting April 17, 2025.

• Board recommends voting in favor of all proposals and nominees.

Voting matters and shareholder proposals

• Proposal 1: Election of three Class I directors for three-year terms.

• Proposal 2: Ratification of WithumSmith + Brown, PC as independent auditor for 2025.

• Proposal 3: Approval for issuance of common stock upon conversion of Series A Preferred Stock, required by NYSE rules.

• Proposal 4: Amendment to the 2021 Equity Incentive Plan to increase share reserve by 2,473,042 shares.

• Board recommends a vote “FOR” all proposals.

Board of directors and corporate governance

• Board consists of seven directors, divided into three staggered classes.

• Five directors qualify as independent under NYSE standards.

• Board leadership includes an Executive Chairman and a lead independent director.

• Board held 10 meetings in 2024; all directors attended at least 75% of meetings.

• Committees: Audit, Compensation, and Nominating and Corporate Governance, all meeting independence requirements.

• Code of Business Conduct and Ethics, Insider Trading Policy, and Clawback Policy in place.