DIH Holding US (DHAI) Proxy Filing summary

Executive summary

• A Special Meeting of Stockholders is scheduled for September 25, 2025, to address important proposals, including a reverse stock split.

• The Board amended the Bylaws to reduce the quorum requirement from a majority to 33 1/3% of outstanding shares to facilitate meeting validity.

• The amendment aims to ensure meetings can proceed efficiently and avoid the costs of repeated adjournments.

Voting matters and shareholder proposals

• Each share of Class A common stock is entitled to one vote; only this class is outstanding and eligible.

• Approval of each proposal requires a majority of votes cast at the meeting.

• The reduced quorum means fewer shares are needed to approve proposals if attendance is low.

Board of directors and corporate governance

• The Board adopted the Bylaw Amendment on September 10, 2025, to change the quorum requirement.

• Jason Chen, Chairman and CEO, signed the supplemental disclosure.