SkinHealth Systems (SKIN) Proxy filing summary

Executive summary

• Special Meeting scheduled for September 22, 2026, to be held virtually for all stockholders of record as of August 3, 2026.

• Two proposals up for vote: a reverse stock split amendment and potential adjournment if quorum or votes are insufficient.

• Board recommends voting in favor of both proposals to maintain Nasdaq listing and provide flexibility.

• Proxy materials are available online, with voting accessible by internet, phone, or mail.

Voting matters and shareholder proposals

• Proposal 1: Approve an amendment for a reverse stock split of Class A Common Stock at a ratio between 1-for-5 and 1-for-20, ratio to be set by the board within one year.

• Proposal 2: Approve adjournment of the meeting if more time is needed to solicit votes or establish a quorum.

• Board unanimously recommends voting FOR both proposals.

• Stockholders can submit proposals for the 2027 annual meeting by December 25, 2026, and must comply with SEC and bylaw requirements.

Board of directors and corporate governance

• Board retains discretion to set the reverse split ratio and to abandon the split if deemed not in the best interest of stockholders.

• Proxy solicitation may be assisted by a firm, with estimated fees up to $20,000 plus expenses.

• Board members and executive officers have interests only as stockholders.