Fly-E Group (FLYE) Proxy Filing summary

Executive summary

• Special Meeting scheduled for April 25, 2025, to vote on two key proposals via virtual webcast.

• Proposals include approval for non-public securities offerings at up to a 50% discount and potential adjournment if more time is needed for votes.

• Board unanimously recommends approval of both proposals to facilitate capital raising and meeting adjournment if necessary.

• Only stockholders of record as of March 31, 2025, are eligible to vote; 24,587,500 shares outstanding.

Voting matters and shareholder proposals

• Proposal 1 seeks approval to issue up to 120,000,000 shares (or equivalent securities) in non-public offerings, not exceeding $8 million in total, at up to a 50% discount to market price, in line with Nasdaq Rule 5635(d).

• Proposal 2 allows adjournment of the meeting to solicit more votes if Proposal 1 lacks sufficient support.

• Both proposals require a majority of votes cast; abstentions count as "against," broker non-votes have no effect.

• No routine matters; brokers cannot vote without explicit instructions from beneficial owners.

Board of directors and corporate governance

• Board set the record date and recommends voting in favor of both proposals.

• CEO and Chairman Zhou Ou authorized as proxy, along with Shiwen Feng.