PEDEVCO (PED) Proxy Filing summary

Executive summary

• The 2024 annual meeting will be held virtually on August 29, 2024, allowing shareholders to attend, vote, and submit questions online, with multiple voting methods available prior to and during the meeting.

• Proxy materials, including the annual report and proxy statement, are accessible online, with options for paper copies upon request, supporting cost reduction and environmental goals.

• The record date for voting eligibility is July 1, 2024, with 89,285,267 shares of common stock outstanding and approximately 650 holders of record.

Voting matters and shareholder proposals

• Shareholders will vote on electing three directors for one-year terms, ratifying Marcum LLP as independent auditors for 2024, and adopting the First Amendment to the 2021 Equity Compensation Plan.

• The board unanimously recommends voting in favor of all three proposals.

• Shareholder proposals for the 2025 annual meeting must be submitted by March 14, 2025, for inclusion in proxy materials.

Board of directors and corporate governance

• The board consists of three directors: John J. Scelfo (Chairman), Dr. Simon G. Kukes (CEO), and H. Douglas Evans, each with extensive industry and leadership experience.

• The board maintains Audit, Compensation, and Nominating and Corporate Governance Committees, all chaired by independent directors.

• The company is a “controlled company” under NYSE American rules but voluntarily meets independence requirements for smaller reporting companies.

• The board promotes ethical conduct, compliance, and regular evaluation of its leadership structure.