SmartRent (SMRT) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 12, 2026, with virtual participation and voting options for shareholders.

• Three key proposals: election of two Class II directors, ratification of Deloitte as auditor, and approval of an amended equity incentive plan with increased share reserve.

• Board recommends voting in favor of all proposals.

• Company highlights include a strategic transformation, leadership transitions, and a focus on recurring revenue growth.

Voting matters and shareholder proposals

• Shareholders will vote on electing Alison Dean and Frank Martell as Class II directors for terms expiring in 2029.

• Ratification of Deloitte & Touche LLP as independent auditor for fiscal year ending December 31, 2026.

• Approval sought for the amended 2021 Equity Incentive Plan, increasing shares reserved for issuance by 20 million.

• Board recommends voting for all proposals; no other matters are anticipated.

Board of directors and corporate governance

• Board consists of six directors, majority independent, with staggered three-year terms.

• Recent board refreshment added two independent directors in 2025, emphasizing diversity and expertise in technology, finance, and operations.

• Roles of CEO and Board Chair separated in 2024 to enhance governance.

• Board committees (Audit, Compensation, Nominating/Governance) are fully independent and meet regularly.

• Board and committee self-evaluations conducted annually.