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 votes are insufficient.

• Board unanimously recommends voting in favor of both proposals.

• Record date for voting eligibility is March 31, 2025, with 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, within three months of approval.

• Proposal 2 allows adjournment of the meeting if more time is needed to solicit votes for Proposal 1.

• Both proposals require a majority of votes cast in person or by proxy; abstentions count as "against" and broker non-votes are not counted.

• No routine matters are on the agenda, so brokers cannot vote without specific instructions.

Board of directors and corporate governance

• Board will determine the terms of any securities issued and must approve all transactions.

• No securities will be sold to officers, directors, employees, or consultants at prices below specified market thresholds.