Pixelworks (PXLW) Proxy filing summary

Executive summary

• The annual meeting will be held telephonically on May 20, 2026, to elect five directors, approve an amendment to the 2006 Stock Incentive Plan, hold an advisory vote on executive compensation, and ratify the appointment of Grant Thornton LLP as auditor.

• Shareholders of record as of March 16, 2026, are entitled to vote, with 6,361,258 shares outstanding after a one-for-twelve reverse stock split in June 2025.

• Voting can be done by proxy card, phone, or internet, and proxies default to board recommendations if no direction is given.

Voting matters and shareholder proposals

• Proposal 1: Elect five directors to serve until the next annual meeting.

• Proposal 2: Approve an amendment to increase shares reserved under the 2006 Stock Incentive Plan by 300,000 and extend its term to April 2036.

• Proposal 3: Advisory vote on executive compensation (say-on-pay).

• Proposal 4: Ratify Grant Thornton LLP as independent auditor for 2026.

• Shareholder proposals for the 2027 meeting must be received by December 18, 2026.

Board of directors and corporate governance

• The board consists of five members, four of whom are independent; the CEO serves as chairman.

• Committees include Audit, Compensation, Strategy, and Corporate Governance and Nominating, all with independent directors.

• Directors are evaluated for independence annually, and diversity of skills and experience is considered in nominations.

• Directors must own at least $115,000 in company stock within five years of joining.