VirTra (VTSI) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for October 21, 2024, with five directors to be elected, including two new nominees to fill recent vacancies.

• Supplement clarifies information about two director nominees and supersedes conflicting details in the original proxy statement.

Voting matters and shareholder proposals

• Shareholders will vote on the election of five directors, with the board recommending all nominees.

• Voting options include "for" or "withhold authority" for each nominee; plurality vote determines election.

Board of directors and corporate governance

• Two new director nominees, Michael T. Ayers and Lt. Gen. (R) Maria R. Gervais, were identified to address board needs and experience.

• Nominating and Corporate Governance Committee, composed solely of independent directors, recommended all nominees.

• Majority of the board is independent per NASDAQ standards; if both new nominees are elected, only one director will not be independent.

• Recent board changes include the departure of one director and another declining re-election.