SmartRent (SMRT) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 13, 2025, to elect two Class I directors and ratify Deloitte as auditor.

• 2024 was a year of transition, with a new CEO search, board refreshment, and strategic focus on SaaS revenue growth and operational excellence.

• Board authorized a $50 million share repurchase, with $28.6 million spent on 15.1 million shares in 2024.

• Strategic investment of $10 million announced in November 2024 to drive innovation in Smart Operations Solutions.

Voting matters and shareholder proposals

• Shareholders will vote to elect Ann Sperling and Michael Shane Paladin as Class I directors for terms expiring in 2028.

• Ratification of Deloitte & Touche LLP as independent auditor for fiscal year ending December 31, 2025.

• Board recommends voting FOR both proposals.

• Shareholder proposals for the 2026 meeting must be submitted between January 13 and February 12, 2026, or by December 2, 2025, for proxy inclusion.

Board of directors and corporate governance

• Board consists of seven directors, moving to six after the meeting, with staggered three-year terms.

• Three new independent directors added in 2024-2025, emphasizing diversity and expertise in technology, finance, and operations.

• Board Chair and CEO roles separated in 2024; John Dorman serves as independent Board Chair.

• All committees (Audit, Compensation, Nominating/Governance) are fully independent.

• Board and committee annual self-evaluations and active shareholder outreach are ongoing.