Cineverse (CNVS) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for November 20, 2025, to be held virtually, with voting on five key proposals including director elections, executive compensation, equity plan amendment, and auditor ratification.

• Proxy materials and annual report are available online, and shareholders are encouraged to vote electronically or by mail.

• Board recommends voting for all proposals and for annual advisory votes on executive compensation.

Voting matters and shareholder proposals

• Election of four directors to serve until the 2026 Annual Meeting.

• Advisory vote on executive compensation and on the frequency of future advisory votes (Board recommends annual votes).

• Amendment to the 2017 Equity Incentive Plan to increase authorized shares from 2,504,913 to 3,504,913.

• Ratification of EisnerAmper LLP as independent auditor for fiscal year ending March 31, 2026.

• Deadlines and procedures for shareholder proposals and director nominations for the 2026 meeting are specified.

Board of directors and corporate governance

• Board consists of four members, all nominated for re-election, with diverse backgrounds in media, finance, and technology.

• Board leadership includes a combined Chairman/CEO and a Lead Independent Director.

• Three standing committees: Audit, Compensation, and Nominating, all comprised of independent directors.

• Board and committees meet regularly and conduct performance evaluations.

• Stock ownership guidelines require non-employee directors to hold shares equal to three times their annual cash retainer.