Syra Health (SYRA) Proxy Filing summary

Executive summary

• Annual meeting scheduled for 2025 to elect five directors, ratify the auditor, and vote on two amendments to the certificate of incorporation.

• Voting available by internet, mail, or in person; record date set for 2025.

• Proxy materials accessible online, with householding practices in place for cost efficiency.

Voting matters and shareholder proposals

• Four proposals: election of five directors, ratification of M&K CPAS, PLLC as auditor, deletion of automatic conversion of Class B stock upon death, and amendment to allow Class B transfers to family/heirs without conversion.

• Board recommends voting FOR all proposals.

• Shareholders may submit proposals for the 2026 meeting by deadlines in the bylaws and SEC rules.

Board of directors and corporate governance

• Board consists of five nominees, with three independent directors as per Nasdaq and SEC rules.

• Committees: Audit, Compensation, and Nominating & Governance, all with independent members.

• Code of Business Conduct and Ethics in place; insider trading and anti-hedging policies enforced.

• No Chairman; board meets regularly, with independent sessions.

• Board diversity and qualifications considered, but no formal diversity policy.