The Arena Group (AREN) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for December 17, 2025, will be held virtually, allowing all stockholders to participate online regardless of location.

• Stockholders will vote on electing three directors and ratifying the selection of BDO USA, P.C. as the independent registered public accounting firm for 2025.

• Only stockholders of record as of November 5, 2025, are entitled to vote; voting can be done online or by mail.

Voting matters and shareholder proposals

• Proposal 1: Election of three directors—H. Hunt Allred, Cavitt Randall, and Lynn Petersmarck—for one-year terms.

• Proposal 2: Ratification of BDO USA, P.C. as independent auditor for fiscal year ending December 31, 2025.

• Board recommends voting “FOR ALL” director nominees and “FOR” auditor ratification.

• Stockholders may submit proposals for the 2026 annual meeting by following SEC and bylaw procedures.

Board of directors and corporate governance

• Board consists of three directors, all considered independent under NYSE American and SEC rules.

• Board committees: Audit, Compensation, and Nomination, all comprised of independent directors.

• Board met 22 times in 2024; all directors attended at least 75% of meetings.

• Board separates CEO and Chairman roles to enhance oversight and continuity.