Lucyd (LUCY) Proxy filing summary

Executive summary

• The annual meeting is scheduled for November 16, 2026, to be held virtually, with shareholders voting on director elections, auditor ratification, and a reverse stock split amendment.

• Shareholders of record as of September 21, 2026, are entitled to vote, with each share of common stock carrying one vote, except for certain control shares.

• The board unanimously recommends voting in favor of all proposals and director nominees.

Voting matters and shareholder proposals

• Four directors are nominated for election to serve until the 2027 annual meeting: Harrison Gross, Kristen McLaughlin, Louis Castro, and Olivia C. Bartlett.

• Proposal to ratify Cherry Bekaert LLP as independent auditor for fiscal year ending December 31, 2026.

• Proposal to approve a reverse stock split at a ratio between 1-for-2 and 1-for-12, at the board's discretion within one year of approval.

• Shareholders may also transact other business properly brought before the meeting.

Board of directors and corporate governance

• The board consists of four directors, with three (Castro, McLaughlin, Bartlett) deemed independent under NASDAQ standards.

• Board committees include Audit, Compensation, and Nominating and Corporate Governance, each with independent members and written charters.

• The company has adopted a formal code of ethics for directors and principal executives.