MicroVision (MVIS) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on July 10, 2026, with shareholders voting on key proposals including director elections, share issuance for convertible notes, a reverse stock split, executive compensation, and auditor ratification.

• The board recommends approval of all proposals, emphasizing strategic alignment with long-term shareholder value and operational flexibility.

• The company has executed a strategic plan involving leadership changes, acquisitions, and financial restructuring to support growth and compliance with Nasdaq requirements.

Voting matters and shareholder proposals

• Shareholders will vote on electing seven directors, approving share issuance for 2026 convertible notes, authorizing a reverse stock split (1-for-5 to 1-for-15), a non-binding say-on-pay vote, and ratifying Baker Tilly US, LLP as auditor.

• Approval of the convertible notes issuance is critical for financial flexibility and compliance with Nasdaq rules.

• The reverse stock split aims to regain Nasdaq listing compliance and attract institutional investors.

• Shareholder proposals for the 2027 meeting must be submitted by December 27, 2026.

Board of directors and corporate governance

• The board consists of seven nominees with diverse expertise in technology, finance, and industry leadership.

• Board committees include Audit, Compensation, and Nominating & Governance, all composed of independent directors except for the Executive Vice Chair and CEO.

• The board separates the roles of Chair and CEO to enhance governance and independence.

• Directors are encouraged to attend meetings, and board refreshment is prioritized for diverse perspectives.