Singularity Future Technology (SGLY) Proxy Filing summary

Executive summary

• A special meeting of stockholders is scheduled for 2025 to vote on three key proposals involving new securities issuances and a litigation settlement.

• The Board recommends approval of all proposals, which include the issuance of warrants, units, and settlement shares.

• Voting can be conducted in person, by mail, telephone, or internet, with detailed instructions provided to all shareholders.

Voting matters and shareholder proposals

• Proposal 1: Approve issuance of 1,700,000 warrants (post-reverse split) at $6.07 per share, subject to shareholder approval and Nasdaq authorization.

• Proposal 2: Approve issuance of 32,188,841 units (each with one share and three warrants at $1.165 per share) to non-U.S. investors in a $30 million private placement.

• Proposal 3: Approve issuance of up to 6,500,000 unrestricted shares as part of a class action settlement, with anti-dilution and put option features.

• All proposals require a majority of shares present or represented by proxy to pass; abstentions count as votes against, broker non-votes have no effect.

Board of directors and corporate governance

• The Board of Directors unanimously recommends voting FOR all three proposals.

• The Board is responsible for soliciting proxies and overseeing the special meeting process.