Acorn Energy (ACFN) Proxy Filing summary

Executive summary

• The 2024 Annual Meeting is scheduled for September 17, 2024, both in-person and virtually, to elect five directors, ratify the auditor, and hold an advisory vote on executive compensation.

• Stockholders of record as of July 19, 2024, are eligible to vote, with 2,487,307 shares outstanding.

• Proxy materials and the 2023 Annual Report are available online, and stockholders are encouraged to vote by mail, phone, or internet.

Voting matters and shareholder proposals

• Proposals include electing five directors, ratifying Marcum LLP as auditor for 2024, and an advisory vote on executive compensation.

• The Board recommends voting FOR all director nominees and FOR Proposals 2 and 3.

• Stockholder proposals for the 2025 meeting must be submitted by April 1, 2025, following SEC and company by-law requirements.

Board of directors and corporate governance

• The Board consists of five members, with four deemed independent under NASDAQ rules.

• Directors have diverse backgrounds in finance, operations, and management; all attended at least 75% of meetings in 2023.

• The Board oversees risk management, with the CEO bridging management and Board perspectives.

• Committees include Audit, Compensation, and Nominating, all composed of independent directors.

• A Code of Business Conduct and Ethics is in place for all directors, officers, and employees.