Inseego (INSG) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 16, 2026, at the company’s San Diego headquarters, with a record date of April 21, 2026 for voting eligibility.

• Stockholders will vote on electing two directors, ratifying the appointment of the independent auditor, and an advisory say-on-pay vote for executive compensation.

• The board recommends voting in favor of all proposals and has provided multiple voting methods, including online, phone, mail, or in-person.

Voting matters and shareholder proposals

• Proposals include electing two directors (James B. Avery and Jeffrey Tuder), ratifying CBIZ CPAs P.C. as auditor for 2026, and an advisory vote on executive compensation.

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

• Stockholder proposals for the 2027 meeting must be received by January 1, 2027 for inclusion in proxy materials.

Board of directors and corporate governance

• The board consists of eight members divided into three classes, with staggered three-year terms.

• Seven directors are independent under NASDAQ rules; the CEO is not independent.

• Committees include Audit, Compensation, and Nominating and Corporate Governance, all with independent members.

• The board has a “plurality plus” voting policy and a retirement policy for directors over 72, with exceptions for unique circumstances.

• Stockholders can recommend or nominate directors following specific procedures.