Oxbridge Re (OXBR) Proxy filing summary

Executive summary

• Annual General Meeting scheduled for June 12, 2026, with proposals to elect five directors, ratify the auditor, and approve executive compensation on an advisory basis.

• Shareholders of record as of April 15, 2026, are entitled to vote; 8,101,374 ordinary shares outstanding, each with one vote, subject to a 9.9% voting power cap per shareholder.

• Voting can be done by mail, phone, internet, or in person; a quorum requires over 50% of shares represented.

Voting matters and shareholder proposals

• Proposal One: Elect five directors to serve until the 2027 AGM.

• Proposal Two: Ratify Hacker, Johnson & Smith, P.A. as independent auditors for fiscal 2026.

• Proposal Three: Advisory vote on executive compensation (say-on-pay).

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 AGM must be received by January 1, 2027.

Board of directors and corporate governance

• Board consists of five directors; three are independent.

• Board leadership combines CEO and Chairman roles; structure reviewed regularly.

• Five standing committees: Audit, Compensation, Nominating and Corporate Governance, Underwriting, and Investment.

• All directors attended at least 80% of meetings in 2025; policy expects attendance at AGMs.

• Code of Ethics and Insider Trading Policy in place; anti-hedging and clawback policies adopted.