The RealReal (REAL) Proxy Filing summary

Executive summary

• The 2025 annual meeting will be held virtually on June 11, 2025, with stockholders able to participate, ask questions, and vote online.

• Proxy materials are provided electronically to reduce environmental impact and costs, with options for paper copies upon request.

• Stockholders of record as of April 14, 2025, are eligible to vote on key proposals.

Voting matters and shareholder proposals

• Election of three Class III directors for terms expiring in 2028.

• Ratification of KPMG LLP as independent auditor for fiscal year ending December 31, 2025.

• Advisory vote on executive compensation (say-on-pay).

• Proposal to amend the Certificate of Incorporation to phase in board declassification.

• Proposal to amend the Certificate of Incorporation to limit officer liability as permitted by Delaware law.

Board of directors and corporate governance

• Board consists of eight directors divided into three classes with staggered terms; all but the CEO are independent.

• Board committees: Audit, Compensation, Diversity and Inclusion, and Corporate Governance and Nominating, all with independent members.

• Annual board and committee self-evaluations and commitment to director education.

• Board leadership includes an independent Board Chair appointed in February 2024.

• Ongoing stockholder engagement, with feedback informing governance enhancements and board declassification proposal.