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, convertible note share issuance, a reverse stock split with reduced authorized shares, executive compensation, and auditor ratification.

• The Board responded to shareholder concerns by modifying the reverse stock split proposal to also reduce authorized shares to 150 million, aiming to address dilution fears and maintain trust.

• Strategic initiatives include asset acquisitions, operational restructuring, and a focus on commercializing lidar and perception software solutions.

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) with a reduction in authorized shares, a non-binding say-on-pay vote, and ratification of Baker Tilly US, LLP as auditor.

• Approval of the convertible note share issuance is critical to avoid substantial cash payments and support future financing.

• The reverse stock split is intended to regain Nasdaq compliance and attract a broader investor base.

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 comprised of independent directors except for the Executive Vice Chair and CEO.

• The Board emphasizes active refreshment, diversity of perspectives, and adherence to governance best practices.