RUM Group (RUM) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 11, 2026, to be held virtually, with voting on director elections and auditor ratification.

• Stockholders of record as of April 16, 2026, are eligible to vote; each share of Class A and C Common Stock has one vote, Class D has 11.2663 votes per share.

• Proxy materials are available online, and voting can be done via internet, phone, mail, or during the meeting.

Voting matters and shareholder proposals

• Two proposals: election of six directors for a one-year term and ratification of Baker Tilly US, LLP as independent auditors for 2026.

• Stockholders may submit proposals for the 2027 meeting by December 27, 2026, for inclusion in proxy materials.

• Shareholder proposals not included in proxy materials must be submitted between February 11 and March 13, 2027.

Board of directors and corporate governance

• Board consists of six members, four deemed independent under Nasdaq rules; Chris Pavlovski holds 83% of voting power, making the company a "controlled company."

• Board committees: Audit, Compensation, and Nominating and Corporate Governance, each with defined charters and independent membership where required.

• Jerry Naumoff serves as lead independent director; board met 24 times in 2025.

• Code of Business Conduct and Ethics and Corporate Governance Guidelines are in place and available online.