Mobix Labs (MOBX) Proxy filing summary

Executive summary

• Strategic plan: expand the National Security Matters platform into critical minerals by acquiring established capabilities, beginning with SPD and its proposed acquisition of Winner Water Services.

• FY4Q26 revenue, for the quarter ended September 30, 2026, expected near the high end of $1.4–$1.8 million guidance; management cited >100% QoQ growth, substantially higher gross margins, and expected continued growth in FY1Q27.

• If announced transactions close successfully, management sees a potential $30–$50 million revenue run rate at this time next year.

Voting matters and shareholder proposals

• Mobix Labs’ proposed acquisition of SPD and SPD’s proposed acquisition of Winner are separate transactions, each with its own closing conditions and approval requirements.

• Any required shareholder approval of the SPD transaction or related share issuance will be sought through a proxy process; a proxy statement and related SEC materials are expected to be filed.

• Shareholders were urged to review the proxy statement and related SEC filings in full before making a voting decision; Mobix Labs and certain directors and officers may participate in the solicitation.

Risk oversight and compliance

• The proposed transactions remain subject to stockholder approvals, effectiveness of a registration statement, and other closing conditions; actual results may differ from forward-looking statements due to risks described in SEC filings.

• Winner’s $25 million demonstration plant is described as fully funded and permitted; operations are anticipated no later than Q1 2028.