Gulfport Energy (GPOR) Proxy Filing summary

Voting matters and shareholder proposals

• Proposal 4 seeks approval to amend the Certificate of Incorporation to provide for exculpation of certain officers as permitted by recent Delaware law amendments.

• Approval of Proposal 4 requires a majority of outstanding shares of common and preferred stock, voting as a single class on an as-converted basis.

• Abstentions and broker non-votes will count as votes against Proposal 4.

• For Proposals 1, 2, and 3, abstentions do not affect the outcome; only votes cast for or against are counted.

• The supplement clarifies voting standards and the effect of abstentions, withhold votes, and broker non-votes for all proposals.

Shareholder rights and capital structure

• Voting on Proposal 4 involves both common and preferred stockholders, voting together as a single class on an as-converted basis.

Board of directors and corporate governance

• The supplement clarifies that director nominees under Proposal 1 require more votes cast in favor than against to be elected.