Resolute Holdings Management (RHLD) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 28, 2025, to be held virtually, allowing all stockholders to participate regardless of location.

• Stockholders will vote on the election of three Class I directors and the ratification of the independent auditor for 2025.

• Board unanimously recommends voting in favor of all proposals.

• Proxy materials and annual report are available online and by mail.

Voting matters and shareholder proposals

• Proposal 1: Elect three Class I directors (John D. Cote, Roger Fradin, Jane J. Thompson) for terms expiring at the 2028 annual meeting.

• Proposal 2: Ratify Grant Thornton LLP as independent registered public accounting firm for 2025.

• Board recommends voting FOR all nominees and the auditor ratification.

• Stockholders may submit proposals for the 2026 annual meeting by December 19, 2025, and must comply with advance notice provisions.

Board of directors and corporate governance

• Board consists of 10 members, divided into three staggered classes for continuity.

• Six of ten directors are independent; separate CEO and Executive Chairman roles.

• Controlled company status under Nasdaq rules due to majority ownership by Tungsten 2024 LLC and affiliates.

• Board committees: Audit, Compensation, and Nominating and Corporate Governance, with charters available online.

• Clawback policy for management incentive compensation and annual Code of Conduct training for all directors and employees.