Stran & Company (SWAG) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on August 24, 2026, to elect six directors and ratify the appointment of CBIZ CPAs P.C. as the independent auditor for fiscal 2026.

• Only stockholders of record as of June 29, 2026, are entitled to vote, with 18,639,590 shares outstanding.

• Voting can be done via Internet, mail, phone, fax, or electronically at the meeting.

• Preliminary and final voting results will be disclosed at the meeting and in subsequent SEC filings.

Voting matters and shareholder proposals

• Proposal 1: Election of six directors to serve until the 2027 Annual Meeting, with nominees including Mark Charles Adams, Alan Chippindale, Sarah L. Cummins, Brian M. Posner, Andrew Shape, and Andrew Stranberg.

• Proposal 2: Ratification of CBIZ CPAs P.C. as the independent registered public accounting firm for fiscal year ending December 31, 2026.

• The Board recommends a vote FOR both proposals.

• Deadlines for shareholder proposals for the 2027 Annual Meeting are outlined, with specific dates and requirements for submission.

Board of directors and corporate governance

• The Board consists of six directors, four of whom are independent under Nasdaq rules.

• Separate roles for Executive Chairman and CEO are maintained for balance and oversight.

• The Board held nine meetings in 2025, with all directors attending at least 75% of meetings.

• Committees include Audit, Compensation, and Nominating and Corporate Governance, each with defined responsibilities and independent membership.

• Director nominations consider experience, independence, and diversity of background.