T Stamp (IDAI) Proxy filing summary

Executive summary

• Annual meeting scheduled for Dec. 15, 2026, at 9:00 a.m. ET, entirely online; record date Oct. 21, 2026.

• Stockholders will elect three Class I directors and vote on ratifying CBIZ CPAs P.C. for FY2026; the Board recommends FOR both proposals.

Voting matters and shareholder proposals

• Gareth Genner, William McClintock, and Charles Potts are nominated for terms through the 2029 annual meeting; election requires a plurality of votes cast.

• Auditor ratification requires a majority of shares present or represented by proxy and entitled to vote; abstentions and broker non-votes have no effect.

• Class A holders have one vote per share; 5,684,927 shares were outstanding on the record date, and quorum requires one-third of eligible votes.

• Proposal 1 is non-routine, so brokers cannot vote uninstructed shares; Proposal 2 is routine and permits broker discretionary voting.

Board of directors and corporate governance

• The seven-member Board is classified into three classes; four directors are deemed independent, and William McClintock chairs the Board while Gareth Genner serves as CEO.

• The Board cites 28.57% female representation and considers gender, racial, ethnic, sexual-orientation, cultural, and professional diversity in director nominations.

• Audit, Compensation, and Nominating and Corporate Governance committees oversee audit and controls, management compensation, and director nominations and governance, respectively.

• A Form 3 reporting David Curmi’s March 6, 2026 director appointment was filed 16 business days late, on April 8, 2026.