Cheetah Net (CTNT) Proxy Filing summary

Executive summary

• Special meeting scheduled for January 30, 2026, to consider key proposals including share increases, reincorporation, executive compensation, and adjournment authority.

• Board recommends voting in favor of all proposals to support growth, governance flexibility, and alignment with shareholder interests.

• Voting can be conducted online, by phone, mail, or during the virtual meeting; record date is December 11, 2025.

Voting matters and shareholder proposals

• Proposals include increasing authorized Class A shares to 2,000,000,000 and Class B shares to 200,000,000.

• Proposal to reincorporate from North Carolina to Delaware for legal and governance advantages.

• Proposal to grant 477,888 RSUs to CEO Huan Liu under the 2024 Stock Incentive Plan.

• Adjournment proposal allows meeting extension if quorum or votes are insufficient.

• Board unanimously recommends voting “FOR” all proposals.

Board of directors and corporate governance

• Reincorporation to Delaware will adopt new certificate of incorporation and bylaws, with directors and officers retaining their positions.

• Delaware law offers more predictable governance, flexibility in capital structure, and is preferred by investors.

• Board size under Delaware bylaws set between 1 and 9, determined by the board.

• Directors can be removed with or without cause by majority vote; vacancies filled by board majority.