NextPlat (NXPL) Proxy Filing summary

Executive summary

• Special Meeting scheduled for March 27, 2026, to be held virtually with no physical location.

• Two main proposals: a reverse stock split and potential adjournment to solicit more proxies if needed.

• Reverse stock split aims to regain Nasdaq compliance and improve stock liquidity.

• Board retains discretion on timing and ratio (1-for-5 to 1-for-50) of the reverse split until March 27, 2028.

• Proxy materials and annual report are available online for shareholder review.

Voting matters and shareholder proposals

• Proposal 1: Approve amendment for reverse stock split at a ratio between 1-for-5 and 1-for-50, at Board's discretion.

• Proposal 2: Authorize adjournment of the meeting to solicit additional proxies if Proposal 1 lacks sufficient votes.

• Both proposals require a majority of shares present or represented by proxy and voted for or against.

• Board recommends voting FOR both proposals.

• Shareholder proposals for the 2026 annual meeting must be submitted by January 2, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• Board has authority to determine the reverse split ratio and timing, or to abandon the split if not in the best interests of the company.

• Board may act on other matters that arise at the meeting in accordance with its recommendations.