Versant Media Group (VSNT) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 25, 2026, with proxy materials available online for shareholder review.

• Supplement amends the Employee Stock Purchase Plan (ESPP) proposal, reducing the company’s matching contribution.

• The ESPP amendment does not alter the total shares reserved for issuance, maintaining potential dilution at 1.4% of outstanding shares.

• Only employees not subject to Section 16 reporting are eligible to participate in the ESPP; executive officers and directors are excluded.

Voting matters and shareholder proposals

• Shareholders are asked to approve the ESPP, as amended, with a reduced matching ratio of one share for every four purchased.

• Approval requires a majority of votes cast; only “FOR” or “AGAINST” votes are counted.

• Board recommends voting “FOR” the revised ESPP proposal.

Board of directors and corporate governance

• The Board retains authority to amend the ESPP and has exercised this to reduce the matching ratio.

• The Compensation and Culture Committee may determine lesser matching amounts as needed.