Aspira Women's Health (AWH) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 4, 2025, to vote on five key proposals, including director elections, executive compensation, warrant issuance, stock plan amendment, and auditor ratification.

• Record date for voting is April 7, 2025, with 29,784,560 shares outstanding and entitled to vote.

• Proxy materials and annual report are available online for shareholder review.

Voting matters and shareholder proposals

• Shareholders will elect five directors for one-year terms, approve executive compensation (say-on-pay), authorize issuance of warrants to related parties, amend the 2019 Stock Incentive Plan, and ratify BDO USA, P.C. as auditor.

• Shareholder proposals for the 2026 meeting must be submitted by December 12, 2025, for proxy inclusion.

• Advance notice bylaw provisions apply for other proposals or nominations.

Board of directors and corporate governance

• Board consists of nine members, with five nominees standing for re-election; all nominees are independent under Nasdaq rules.

• Board leadership is separated between Chair and CEO to reinforce independence and oversight.

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

• Board met 18 times in 2024, with all directors attending at least 75% of meetings.