Sky Quarry (SKYQ) Proxy filing summary

Executive summary

• Annual meeting set for Dec. 3, 2026; shareholders will elect five directors for terms through the 2027 annual meeting and vote on Tanner LLC’s appointment as auditor for FY2026.

• Board recommends voting FOR all five director nominees and FOR auditor ratification; 8,808,017 common shares were outstanding on the Oct. 14, 2026 record date.

Voting matters and shareholder proposals

• Director elections require a plurality; withheld votes and broker non-votes do not affect results. Auditor ratification requires a majority of shares present and entitled to vote; abstentions count against.

• Votes may be cast online, by phone, mail, or in person; online and phone voting close Dec. 2, 2026, with different stated cutoff times.

• Proposals for inclusion in 2027 proxy materials are due June 25, 2027; other meeting proposals require notice Aug. 5–Sept. 4, 2027, and alternative director-slate solicitation notice is due Oct. 4, 2027.

Board of directors and corporate governance

• Five nominees: Matthew Flemming, Marcus Laun, Robert Byrne, Omar Hussein, and Alexander Monje; three directors—Byrne, Hussein, and Monje—are independent under Nasdaq rules.

• Flemming is Board chair; the Board oversees risk while management handles day-to-day risk processes, with periodic management and Audit Committee reporting.

• Audit, compensation, and nominating/governance committees operate under written charters; all Audit Committee members are independent, and Byrne is its financial expert.

• Board held four meetings in FY2025; each director attended at least 75% of applicable Board and committee meetings.