Cronos Group (CRON) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on June 18, 2026, with shareholders able to vote and ask questions online regardless of location.

• Shareholders will vote on director elections, executive compensation, say-on-pay frequency, and auditor appointment.

• Altria Group holds a significant ownership stake (41.6%) and retains board nomination and approval rights under an Investor Rights Agreement.

• Proxy materials are distributed primarily via internet access to reduce costs and environmental impact.

Voting matters and shareholder proposals

• Proposals include electing seven directors, approving executive compensation, determining say-on-pay vote frequency, and appointing Davidson & Company LLP as auditor.

• The board recommends voting for all director nominees, for executive compensation, for annual say-on-pay votes, and for the auditor appointment.

• Shareholders have advance notice requirements for director nominations and can submit proposals for the 2027 meeting by specified deadlines.

Board of directors and corporate governance

• The board consists of seven members, with four designated by Altria as per the Investor Rights Agreement.

• Two directors are independent under both NASDAQ and Canadian rules; others are independent under NASDAQ but not Canadian rules due to Altria's control.

• The board has Audit and Compensation Committees, both with independent chairs and members.

• The board conducts annual self-assessments and has adopted diversity and inclusion policies, though no numerical targets are set.