Clipper Realty (CLPR) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 17, 2026, with voting available via internet, phone, mail, or in person.

• Stockholders will vote on the election of seven directors, ratification of the external auditor, and a non-binding say-on-pay proposal.

• Proxy materials and the 2025 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 for 2026, and an advisory vote on executive compensation.

• The board recommends voting FOR all proposals.

• Shareholders of record as of April 23, 2026, are eligible to vote; each share of common and special voting stock has one vote.

• Stockholder proposals for the 2027 meeting must be received by December 31, 2026.

Board of directors and corporate governance

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

• Directors are elected annually; the board is not classified.

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

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

• Non-management directors meet in executive session; Mr. Lorber presides.