Cheetah Net (CTNT) Proxy Filing summary

Executive summary

• A special meeting is scheduled for September 30, 2024, to vote on three key proposals, including a reverse stock split, an amendment to the stock incentive plan, and potential adjournment to solicit more proxies if needed.

• The reverse stock split aims to bring the share price above the $1.00 minimum required for continued Nasdaq listing, with a split ratio between 1-for-10 and 1-for-30 at the board's discretion.

• The board recommends voting in favor of all proposals and has set August 20, 2024, as the record date for voting eligibility.

Voting matters and shareholder proposals

• Proposal 1: Approve a reverse stock split of common stock at a ratio between 1-for-10 and 1-for-30.

• Proposal 2: Amend the 2024 Stock Incentive Plan to remove the maximum cap on automatic annual increases in shares available for grant.

• Proposal 3: Approve adjournment of the meeting if more time is needed to solicit proxies or achieve quorum.

• The board unanimously recommends voting "FOR" all three proposals.

Shareholder rights and capital structure

• Class A shareholders have one vote per share; Class B shareholders have fifteen votes per share.

• The reverse split will not affect voting rights or percentage ownership, except for rounding up fractional shares.

• No fractional shares will be issued; any resulting fractions will be rounded up to the nearest whole share.

• The number of authorized shares will remain unchanged after the reverse split.