Eagle Point Income Company (EIC) Proxy Filing summary

Executive summary

• A special meeting is scheduled for February 26, 2026, to vote on converting the legal form from a Delaware corporation to a Delaware statutory trust, with the board unanimously recommending approval.

• The conversion aims to provide greater flexibility, operating efficiencies, and the ability to issue unlimited shares without further shareholder approval, while eliminating Delaware corporate franchise tax obligations.

• The conversion will not affect management, investment objectives, or day-to-day operations, and is not expected to be a taxable event for shareholders.

• If approved, all outstanding shares will convert to equivalent shares of beneficial interest in the trust, and the company will continue to be listed on the NYSE under the same ticker symbols.

Voting matters and shareholder proposals

• The main proposal is to approve the conversion to a Delaware statutory trust; other business may be transacted as appropriate.

• Approval requires a majority of outstanding shares as of the record date, with abstentions and non-votes counted as votes against.

• Shareholders may submit proposals for the 2026 annual meeting, subject to specific deadlines and requirements.

Board of directors and corporate governance

• The board and officers will remain unchanged after the conversion, with the same individuals serving as trustees and officers of the trust.

• The board is classified into three classes with staggered terms, and removal of trustees requires a supermajority.

• Shareholder meetings will be held as required by law or exchange rules; annual meetings are not required by the trust structure but may be held.

• Shareholder action by written consent is eliminated under the trust structure.