Perma-Fix Environmental Services (PESI) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for July 18, 2024, to elect nine directors, ratify the appointment of Grant Thornton LLP as auditor, and approve 2023 executive compensation on an advisory basis.

• Only stockholders of record as of May 30, 2024, are entitled to vote, with 15,788,386 shares outstanding.

• Proxy materials are provided electronically to reduce costs and environmental impact, with printed copies available upon request.

Voting matters and shareholder proposals

• Proposals include: (1) election of nine directors, (2) ratification of Grant Thornton LLP as auditor for 2024, (3) advisory approval of 2023 executive compensation, and (4) other business as may arise.

• Directors are elected by plurality; auditor ratification and say-on-pay require a majority of shares present and entitled to vote.

• Shareholder proposals for the 2025 meeting must be submitted by February 8, 2025, for inclusion in proxy materials.

Board of directors and corporate governance

• The board consists of nine members with diverse backgrounds in government, industry, and ESG.

• Seven directors are independent under Nasdaq rules; two are executives.

• Board committees include Audit, Compensation, Governance and Nominating, and Strategic Advisory, all with defined charters.

• The board separates the roles of Chairman and CEO and has an independent Lead Director.

• Board diversity includes gender, ethnicity, and two military veterans.