Future FinTech Group (FTFT) Proxy Filing summary

Executive summary

• Special Meeting scheduled for September 2, 2025, to vote on five key proposals impacting capital structure and financing.

• Proposals include a massive increase in authorized common stock, multiple equity and debt financings, and potential changes of control.

• Board unanimously recommends approval of all proposals, citing strategic flexibility and capital needs.

• Forward-looking statements caution about risks, dilution, and market price impacts.

Voting matters and shareholder proposals

• Proposal One: Increase authorized common stock from 6,000,000 to 600,000,000 shares.

• Proposal Two: Approve share issuance upon conversion of the Streeterville Note, potentially exceeding 20% of outstanding shares and triggering change of control.

• Proposal Three: Approve issuance of up to 15,000,000 shares to non-U.S. investors in an unregistered offshore equity financing, exceeding 20% threshold and causing change of control.

• Proposal Four: Approve up to $10,000,000 in pre-paid financing with Avondale Capital, settled in shares at a discount, also exceeding 20% threshold.

• Proposal Five: Approve adjournment of the meeting to solicit additional proxies if needed.

Board of directors and corporate governance

• Board has sole discretion to issue additional shares and fill director vacancies.

• Directors can be removed by majority shareholder vote; no cumulative voting rights.

• Special meetings can be called by CEO, 10% shareholders, or the Board.

• Shareholder actions by written consent require prior Board approval.