Presurance Holdings (CNFR) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on June 3, 2025, with shareholders able to vote online or by proxy.

• Key proposals include director election, corporate name change, reverse stock split, warrant share issuance, auditor ratification, and executive compensation approval.

• The Board recommends voting in favor of all proposals.

Voting matters and shareholder proposals

• Shareholders will vote on electing Joseph D. Sarafa as director for a three-year term.

• Proposals include a name change to Presurance Holdings, a reverse stock split (1-for-2 to 1-for-12), issuance of up to 4,000,000 shares upon warrant exercise, auditor ratification, and a say-on-pay vote.

• Shareholder proposals for the 2026 meeting are due by January 9, 2026.

Board of directors and corporate governance

• The Board will reduce from eight to five members post-meeting, citing efficiency after a strategic shift.

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

• The Board is classified into three staggered terms; only one class is elected each year.

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

• Non-employee directors received $20,000–$50,000 in annual compensation in 2024.