IP Strategy Holdings (IPST) Proxy Filing summary

Executive summary

• Special Meeting scheduled for April 10, 2026, to vote on a reverse stock split and potential adjournment to solicit more proxies if needed.

• The reverse stock split aims to increase the per-share price to maintain Nasdaq listing and improve marketability and liquidity.

• Board unanimously recommends voting in favor of both proposals.

• Only stockholders of record as of March 19, 2026, are eligible to vote.

Voting matters and shareholder proposals

• Proposal 1: Approve an amendment to effect a reverse stock split at a ratio between 1:3 and 1:20, with the Board authorized to determine timing and ratio before June 30, 2026.

• Proposal 2: Approve adjournment of the meeting if more time is needed to solicit proxies.

• Both proposals require a majority of votes cast to pass; both are considered routine matters under NYSE rules, allowing brokers to vote uninstructed shares.

Board of directors and corporate governance

• Board has discretion to implement the reverse stock split and select the ratio based on market and company conditions.

• No directors or executive officers have substantial interests in the proposals beyond their share ownership.