RideNow Group (RDNW) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on June 4, 2025, with shareholders able to vote and ask questions online.

• Management is focused on building a high-performance culture, enhancing revenue, streamlining costs, and standardizing systems for growth in 2025 and beyond.

• Key proposals include director elections, amendments to the stock incentive plan, executive compensation approval, and auditor ratification.

Voting matters and shareholder proposals

• Shareholders will vote on electing seven directors, amending the 2017 Stock Incentive Plan, approving executive compensation (Say on Pay), and ratifying BDO as the independent auditor.

• The stock plan amendment increases authorized shares, eliminates certain grant limits, adds an evergreen provision, and allows recycling of unissued shares.

• The Board recommends voting FOR all proposals.

• Shareholders can submit proposals for the 2026 meeting by December 25, 2025, for proxy inclusion.

Board of directors and corporate governance

• The Board consists of seven members, with annual elections and a mix of independent and non-independent directors.

• Rebecca Polak serves as Vice Chairman and Lead Independent Director; Michael Quartieri is Chairman and CEO.

• Board committees include Audit, Compensation, Nominating & Corporate Governance, and a Special Committee for capital-raising and related party transactions.

• All directors attended at least 75% of meetings in 2024.