Faraday Future Intelligent Electric (FFIE) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 22, 2026, and will be held virtually, with voting on nine key proposals affecting governance, capital structure, compensation, and financing.

• The board recommends voting in favor of all proposals, including director elections, share issuances, incentive plan amendments, share authorization, reverse stock split, and executive compensation matters.

• Only shareholders of record as of April 15, 2026, are eligible to vote, with multiple voting methods available, including online, phone, and mail.

Voting matters and shareholder proposals

• Proposals include electing five directors, approving share issuances for promissory notes and preferred stock/warrants, amending the stock incentive plan, increasing authorized shares, authorizing a reverse stock split, advisory votes on executive compensation and its frequency, and potential adjournment for further proxy solicitation.

• Shareholders are asked to approve a reverse stock split of up to 1-for-150 to maintain Nasdaq listing compliance.

• The board recommends a three-year frequency for future say-on-pay votes.

Board of directors and corporate governance

• The board consists of five members, with recent changes due to resignations and new appointments.

• Three directors are deemed independent under Nasdaq rules.

• Board committees include Audit, Compensation, Nominating and Corporate Governance, and Finance and Investment, each with defined responsibilities and independent membership.

• FF Top retains significant nomination rights under the Amended and Restated Shareholder Agreement.

• Stock ownership guidelines and succession planning processes are in place for executives and directors.