Avax One Technology (AVX) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 29, 2026, with shareholders voting on five key proposals, including director elections, auditor ratification, a reverse stock split, executive compensation, and other business.

• Shareholders of record as of April 17, 2026, are eligible to vote, with multiple voting methods available, including in-person, proxy, mail, fax, and internet.

• The board unanimously recommends voting in favor of all proposals and emphasizes the importance of shareholder participation.

Voting matters and shareholder proposals

• Proposals include electing five directors, ratifying CBIZ CPAs P.C. as auditor, approving a reverse stock split (1:2 to 1:12), an advisory vote on 2025 executive compensation, and other business.

• The reverse stock split aims to help maintain Nasdaq listing requirements.

• Voting requirements vary: director elections require a plurality, while other proposals require a majority of shares present or represented by proxy.

• Advance notice provisions govern director nominations, and shareholder proposals for the 2027 meeting must be received by March 23, 2027.

Board of directors and corporate governance

• The board consists of five directors, with four deemed independent under Nasdaq rules.

• Committees include audit, compensation, and nominating/governance, each with independent members and written charters.

• The board separates the roles of Chairman and CEO and oversees risk management, with management handling day-to-day risk processes.

• No family relationships exist among directors or executive officers.