Stran & Company (SWAG) Proxy Filing summary

Executive summary

• Combined 2024 and 2025 Annual Meeting scheduled for July 25, 2025, to be held virtually, with voting on director elections and auditor ratification.

• Record date for voting is May 27, 2025; 18,608,408 shares of common stock outstanding as of that date.

• Proxy materials and annual report for 2024 are available online; voting can be done via internet, mail, phone, fax, or electronically at the meeting.

Voting matters and shareholder proposals

• Stockholders will vote to elect six directors to serve until the 2026 Annual Meeting.

• Ratification of CBIZ CPAs P.C. as independent registered public accounting firm for fiscal year ending December 31, 2025.

• No other business is expected, but proxies may vote on additional matters if they arise.

• Shareholder proposals for the 2026 meeting must be received by February 5, 2026, to be included in the proxy statement.

Board of directors and corporate governance

• Six nominees for director: Mark Charles Adams, Alan Chippindale, Sarah L. Cummins, Brian M. Posner, Andrew Shape, and Andrew Stranberg, all with significant industry and leadership experience.

• Four of six directors are independent under Nasdaq rules; separate roles for Executive Chairman and CEO.

• Board committees include Audit, Compensation, Nominating and Corporate Governance, and Disclosure Controls and Procedures.

• Board and committees oversee risk, compliance, and governance; all directors attended at least 75% of meetings in 2024.

• Code of Ethics and Insider Trading Policy in place; prohibitions on hedging and pledging company securities.