Nakamoto (NAKA) Proxy Filing summary

Executive summary

• The 2024 Annual Meeting is scheduled for November 8, 2024, with proposals to re-elect five directors and ratify the independent auditor for 2024.

• Stockholders of record as of August 6, 2024, are eligible to vote, with 5,947,169 shares outstanding.

• Proxy materials are primarily distributed via the Internet to reduce environmental impact, with options for printed copies.

Voting matters and shareholder proposals

• Proposals include re-election of five directors and ratification of Sadler Gibb & Associates as independent auditor.

• Board recommends voting FOR all nominees and auditor ratification.

• Stockholder proposals for the 2025 meeting must be received by May 1, 2025.

Board of directors and corporate governance

• Board consists of five nominees: Tim Pickett, Adam Cox, Amy Powell, Christian Robinson, and Gary Seelhorst.

• Three outside directors are deemed independent under Nasdaq rules.

• Board committees include Audit, Governance and Nominating, and Compensation, with charters available online.

• The company has adopted a Code of Ethics and a Code of Conduct for directors and employees.

• Board diversity and inclusion are emphasized.