SINTX Technologies (SINT) Proxy filing summary

Executive summary

• Annual meeting scheduled for December 19, 2024, in a virtual-only format, with shareholders able to vote electronically before or during the meeting.

• Five proposals will be presented: election of one Class I director, ratification of the auditor, advisory vote on executive compensation, amendment to the equity incentive plan, and potential adjournment to solicit more proxies.

• Shareholders of record as of November 6, 2024, are entitled to vote; quorum is one-third of outstanding shares.

Voting matters and shareholder proposals

• Proposal 1: Elect Mark Froimson, M.D. as Class I director for a term expiring in 2027.

• Proposal 2: Ratify Tanner LLC as independent auditor for 2024.

• Proposal 3: Advisory (non-binding) vote to approve executive compensation (say-on-pay).

• Proposal 4: Approve amendment to 2020 Equity Incentive Plan, increasing authorized shares by 333,650.

• Proposal 5: Approve adjournment of the meeting to solicit additional proxies if needed.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of five members divided into three staggered classes; majority are independent under Nasdaq rules.

• Committees: Audit, Compensation, and Corporate Governance/Nominating, all comprised of independent directors.

• Board diversity matrix: all male, one Asian, four White; no female or underrepresented minorities.

• Shareholders owning at least 5% for one year may recommend board nominees.