EON Resources (EONR) Proxy Filing summary

Executive summary

• Annual meeting scheduled for October 30, 2024, via live webcast, with voting on five key proposals.

• Proposals include director elections, auditor ratification, approval of significant stock issuances, and potential adjournment.

• Board unanimously recommends voting in favor of all proposals.

• Only shareholders of record as of September 30, 2024, are eligible to vote.

Voting matters and shareholder proposals

• Proposal 1: Elect two Class I directors to serve until 2026.

• Proposal 2: Ratify Marcum LLP as independent auditor for 2024.

• Proposal 3: Approve issuance of over 19.99% of Class A Common Stock to White Lion Capital under a purchase agreement.

• Proposal 4: Approve issuance of 1,355,340 shares to prior noteholders, including directors and executives.

• Proposal 5: Approve adjournment of the meeting if necessary for further proxy solicitation.

• Board recommends voting “FOR” all proposals and nominees.

Board of directors and corporate governance

• Board consists of five members, divided into two classes with staggered two-year terms.

• Three directors are considered independent under NYSE American standards.

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

• Board held three meetings in 2023, with strong attendance.

• Code of Ethics adopted and available on the company website.