Vyome (HIND) Proxy Filing summary

Executive summary

• Special meeting will be held virtually for shareholders to vote on three key proposals, including a reverse stock split, warrant exercise approval, and ELOC issuance approval.

• Record date for voting is February 18, 2025, with 3,305,087 shares outstanding and eligible to vote.

• Board recommends voting FOR all proposals and outlines procedures for proxy voting, revocation, and result announcements.

Voting matters and shareholder proposals

• Proposal 1: Authorize a reverse stock split at a ratio between 1-for-2 and 1-for-250, to be determined by the Board within one year.

• Proposal 2: Approve exercisability of 2,703,862 warrants and issuance of up to 15,132,975 shares, with a zero exercise price alternative, issued in a February 2025 offering.

• Proposal 3: Approve issuance of up to 15,000,000 shares under a $5,000,000 equity line of credit (ELOC) agreement over 36 months.

• Shares held by certain investors on the record date are excluded from voting on related proposals.

• Board recommends voting FOR all proposals; abstentions count as votes against Proposals 2 and 3.

Board of directors and corporate governance

• Board retains discretion to implement or abandon the reverse stock split within one year of approval.

• Board may select the split ratio based on market conditions, trading price, and other relevant factors.

• Board can issue additional shares post-split without further shareholder approval, except as required by law or exchange rules.

• Communication with the Board is facilitated through the company secretary.