Sunrise Realty Trust (SUNS) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on May 29, 2025, to elect two directors and ratify the appointment of the independent auditor.

• Shareholders of record as of April 1, 2025, are eligible to vote on the proposals.

• The Board recommends voting for all director nominees and for the ratification of CohnReznick LLP as auditor.

Voting matters and shareholder proposals

• Shareholders will vote on electing two Class I directors to serve until 2028 and ratifying CohnReznick LLP as the independent auditor for 2025.

• Shareholder proposals for the 2026 meeting must be submitted by December 17, 2025, to be included in proxy materials.

• The Board recommends voting for all director nominees and for the auditor ratification.

Board of directors and corporate governance

• The Board consists of five directors divided into three classes with staggered three-year terms.

• Three standing committees: Audit and Valuation, Compensation, and Nominating and Corporate Governance, all comprised solely of independent directors.

• Annual self-assessment and succession planning processes are in place.

• Corporate governance guidelines, code of ethics, and insider trading policies are established and available online.

• Majority of the Board is independent; leadership structure includes an Executive Chairman and a Lead Independent Director.