Identiv (INVE) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually, with shareholders voting on key governance and compensation matters.

• Shareholders of record as of April 14, 2025, are eligible to vote on proposals including board declassification, director elections, officer exculpation, executive compensation, and auditor ratification.

• Voting can be conducted online, by phone, mail, or during the virtual meeting, with detailed instructions provided.

Voting matters and shareholder proposals

• Proposals include declassifying the board, electing two Class II directors, amending the certificate for officer exculpation, approving executive compensation (say-on-pay), and ratifying BPM LLP as auditor.

• Shareholder proposals for the 2026 meeting must be submitted within specified timeframes and in accordance with bylaws.

• The board recommends voting “FOR” all proposals and nominees.

Board of directors and corporate governance

• The board currently consists of six directors divided into three classes; declassification would move to annual elections by 2026.

• All directors except the CEO are considered independent under Nasdaq and SEC rules.

• The board separates the roles of CEO and Chairman, with a Lead Independent Director policy if roles are combined.

• Committees include Audit, Compensation, and Nominating, all composed of independent directors.

• Corporate Governance Guidelines and a Code of Conduct and Ethics are in place and reviewed annually.