National Beverage (FIZZ) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for October 3, 2025, to elect two Class II directors and address other business.

• Only shareholders of record as of August 18, 2025, are entitled to vote.

• Proxy materials and annual report are available online; voting can be done by mail, phone, or internet.

Voting matters and shareholder proposals

• Shareholders will vote on the election of Stanley M. Sheridan and Glenn J. Waldman as Class II directors for three-year terms.

• Shareholder proposals for the 2026 meeting must be received by May 12, 2026, for inclusion in the proxy statement.

• Advance notice and universal proxy rules apply for director nominations.

Board of directors and corporate governance

• Board consists of five directors in staggered three-year terms; current nominees have extensive industry and legal experience.

• Board committees include Audit, Compensation and Stock Option, Nominating, and Strategic Planning.

• Majority of the Nominating Committee and all of the Compensation and Audit Committees are independent.

• Board leadership combines CEO and Chairman roles for clear accountability.