New Concept Energy (GBR) Proxy filing summary

Executive summary

• Annual Meeting scheduled for July 24, 2026, to elect five directors, ratify the auditor, and approve issuance of 2,000,000 new shares to Realty Advisors, Inc. for cash to increase equity.

• Only stockholders of record as of June 19, 2026, are entitled to vote; 5,131,934 shares of Common Stock and 559 shares of Series B Preferred Stock outstanding.

• Board recommends voting FOR all proposals; voting can be done by proxy card or online.

Voting matters and shareholder proposals

• Proposals include election of five directors, ratification of Turner Stone & Company LLP as auditor, and approval of 2,000,000 new shares to Realty Advisors, Inc.

• Approval of share issuance aims to maintain NYSE American listing by increasing market capitalization above $5 million.

• Shareholder proposals for the 2027 meeting must be received by December 31, 2026.

Board of directors and corporate governance

• Current board: Gene S. Bertcher, Richard W. Humphrey, Dan Locklear, Cecelia Maynard, Robert C. Canham II.

• All board committees (Audit, Compensation, Governance/Nominating) are composed of independent directors and met multiple times in 2025.

• Presiding Director role established to lead executive sessions; Richard W. Humphrey currently serves.

• Board independence reviewed annually; four of five directors determined independent in December 2025.

• Nonemployee directors receive $2,500 annual retainer plus $2,000 per meeting; total $42,000 paid in 2025.