American Battery Technology Company (ABAT) Proxy Filing summary

Executive summary

• The 2024 Annual Meeting will be held virtually on November 13, 2024, with shareholders voting on seven key proposals, including director elections, auditor ratification, executive compensation, and amendments to the articles of incorporation.

• Shareholders of record as of September 17, 2024, are eligible to vote, with 71,972,171 shares of common stock and five shares of Series D Preferred Stock outstanding.

• Proxy materials are distributed via internet and mail, with multiple voting options available, including online, phone, and mail.

Voting matters and shareholder proposals

• Proposals include electing five directors, ratifying KPMG LLP as auditor, advisory votes on executive compensation and its frequency, approving a new Employee Stock Purchase Plan (ESPP), amending authorized shares, and potential adjournment.

• The board recommends voting FOR all proposals and for a triennial (every three years) say-on-pay frequency.

• The Series D Preferred Stock, held by the CEO, has supermajority voting rights solely for the authorized share amendment, mirroring the common stock vote proportionally.

Board of directors and corporate governance

• The board consists of five directors, with four deemed independent under Nasdaq rules; the CEO is not independent.

• Board committees include Audit, Compensation, and Nominating & Corporate Governance, each with defined charters and regular meetings.

• The board separates the roles of Chairman and CEO, with the Chairman serving as lead independent director.

• Board diversity is tracked, with two female and three male directors, and a matrix is disclosed per Nasdaq guidelines.