Smart Sand (SND) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 2, 2026, to be held virtually for shareholder participation.

• Shareholders are encouraged to review proxy materials and vote on key proposals by June 1, 2026.

Voting matters and shareholder proposals

• Election of two directors: Sharon Spurlin and Timothy J. Pawlenty, both recommended by the board.

• Ratification of Grant Thornton LLP as independent auditor for the fiscal year ending December 31, 2026.

• Advisory vote on executive compensation for the year ended December 31, 2025.

• Approval of the 2026 Equity Incentive Plan and the 2026 Employee Stock Purchase Plan.

• Proxies authorized to vote on other business as may arise at the meeting.

Board of directors and corporate governance

• Board recommends all director nominees and proposals for shareholder approval.