Greenlane (GNLN) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on December 31, 2024, with stockholders of record as of November 25, 2024, eligible to vote on key proposals.

• Proposals include director elections, auditor ratification, equity plan amendments, warrant floor price adjustment, and potential adjournment.

• Proxy materials are primarily distributed online to enhance efficiency and reduce costs.

Voting matters and shareholder proposals

• Five proposals: elect five directors, ratify PKF as auditor, amend the 2019 Equity Incentive Plan, approve a warrant floor price decrease, and authorize adjournment if needed.

• Board recommends voting FOR all proposals.

• Each share of Class A Common Stock gets one vote; no cumulative voting.

• No dissenters' rights apply to any proposal.

Board of directors and corporate governance

• Board consists of five members, with four considered independent under Nasdaq rules.

• Separate Chairman and CEO roles; independent directors meet in executive session.

• Board committees (Audit, Compensation, Nominating/Governance) are composed solely of independent directors.

• Majority voting standard for uncontested director elections; proxy access bylaw provision adopted.

• Code of conduct and anti-hedging policies in place; corporate governance materials available online.