LuxUrban Hotels (LUXH) Proxy Filing summary

Executive summary

• Special Meeting called to vote on three proposals: Reverse Stock Split, Nasdaq Compliance, and Adjournment Proposals.

• Board recommends voting in favor of all proposals, citing best interests of stockholders.

• Meeting will be held virtually, with record date set as October 3, 2024, and 151,854,265 shares outstanding.

• Proposals aim to address Nasdaq listing compliance, capital needs, and flexibility for future corporate actions.

Voting matters and shareholder proposals

• Reverse Stock Split Proposal: Amend charter to effect a reverse split between 1-for-30 and 1-for-70, ratio to be set by the board.

• Nasdaq Compliance Proposal: Approve issuance of shares upon conversion of 2024 Notes and exercise of 2024 Note Warrants, exceeding 19.99% share limitation.

• Adjournment Proposal: Allow adjournment of the meeting if more time is needed for approval of the other proposals.

• Board recommends voting FOR all proposals.

• Stockholder proposals for the 2025 annual meeting must be submitted by June 30, 2025.

Board of directors and corporate governance

• Board has discretion to set the reverse split ratio and to abandon the split if deemed not in the best interests of the company.

• All directors, executive officers, and affiliates intend to vote in favor of the proposals, collectively holding about 14% of shares.

• Beneficial ownership table provided, listing major shareholders and board members.