Clipper Realty (CLPR) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for June 18, 2025, with voting on key proposals including director elections, auditor ratification, and new compensation plans.

• Shareholders can vote in person or by proxy via internet, phone, or mail, with a record date of April 30, 2025.

• Proxy materials and the 2024 Annual Report are available online, with options for electronic or paper delivery.

Voting matters and shareholder proposals

• Proposals include electing seven directors, ratifying PKF O'Connor Davies, LLP as auditor, approving the 2025 Omnibus Incentive Compensation Plan, and approving the 2025 Non-Employee Director Plan.

• The board recommends voting FOR all proposals.

• Shareholders may submit proposals for the 2026 meeting by December 31, 2025.

Board of directors and corporate governance

• The board consists of seven directors, four of whom are independent per NYSE standards.

• Board committees include Audit, Compensation, Nominating and Corporate Governance, and Investment, all with defined charters.

• The board is not classified; all directors are elected annually.

• The board values diversity in experience, gender, and ethnicity.