US Executive Compensation Proxy SEC Filings — August 24, 2026

24-08-2026

Apollo Commercial Real Estate Finance, Inc. (ARI) is seeking stockholder approval for a Plan of Dissolution and complete liquidation, following the April 2026 sale of its $9 billion commercial real estate portfolio to Athene. Management estimates total stockholder distributions of $7.75–$8.50 per share (excluding the July 15 dividend) and total book value per share returned of $11.50–$12.25, assuming a complete liquidation by the first half of 2028. However, the company warns that actual distributions may be materially higher or lower due to misestimates of liabilities, asset disposition proceeds, or unanticipated contingencies, and there is no assurance of remaining a REIT or avoiding federal income tax during the liquidation process.

• · The Asset Sale closed on April 24, 2026, with consideration paid entirely in cash.
• · Proceeds from the Asset Sale were used to repay secured debt agreements, corporate debt, and transaction expenses.
• · The company entered into a revised management fee structure with its Manager post-Asset Sale.
• · No new investments will be permitted under the Plan, except for existing contractual obligations, share repurchases, protective acquisitions, and short-term U.S. Treasuries.
• · The Plan may be terminated or modified by the board without stockholder approval until articles of dissolution are filed.
• · Appraisal or dissenters' rights are not available to common stockholders in connection with the dissolution.
• · Tax consequences: liquidating distributions are generally not taxable until they exceed the stockholder's adjusted tax basis, then taxed as capital gain; transfer of assets to a Liquidating Trust is a taxable event even without concurrent cash distribution.
• · Non-U.S. stockholders may be subject to U.S. withholding taxes on liquidating distributions.
• · If the Dissolution Proposal is not approved, the board may explore other alternatives, including continuing as a publicly-owned entity or pursuing a merger/business combination.

24-08-2026

YHN Acquisition I Ltd is seeking shareholder approval at its September 14, 2026 Annual Meeting to further extend its deadline to complete a business combination from September 19, 2026 to June 19, 2027 via three optional three-month extensions. The company, which entered into a Business Combination Agreement with Mingde Technology Limited on April 3, 2025, has already extended once from the original December 19, 2025 deadline and deposited $150,000 per extension in 2025 and early 2026. However, at the prior extension vote, 3,464,179 ordinary shares were tendered for redemption, indicating significant shareholder skepticism about the SPAC's prospects.

• · First extension deposit under the new proposal must be made on or before the Current Termination Date (Sep 19, 2026); subsequent deposits on or before each then-existing termination date.
• · The company has until Sep 19, 2026 under the current extension to complete a business combination.
• · Original IPO deadline was Dec 19, 2025 (15 months post-IPO closing on Sep 17, 2024).
• · The meeting will be held both in-person at Loeb & Loeb LLP, Hong Kong and virtually with provided dial-in details.
• · Record date for voting is August 19, 2026.

24-08-2026

Adial Pharmaceuticals filed a definitive proxy statement (DEF 14A) for its 2026 Annual Meeting to be held on September 17, 2026. The meeting will seek stockholder approval for multiple proposals related to the June 11, 2026 acquisition of Azora Therapeutics, including the conversion of Series A Preferred Stock into 12,930,601 common shares, the exercise of assumed options for 1,177,782 shares, and the issuance of up to 35,342,844 shares upon exercise of pre-funded and incentive warrants. Post-transaction, pre-Merger Adial stockholders are expected to own only 7.7% of the combined company on a fully-diluted basis, while former Azora equityholders will own 51.0% and PIPE investors 41.3%, representing a significant dilution for existing shareholders.

• · A 1-for-25 reverse stock split was effected on February 5, 2026, with all share data retrospectively adjusted.
• · The company plans to change its name to 'Azora Therapeutics, Inc.' and trade under symbol 'AZR' on Nasdaq if the Transaction Stockholder Matters are approved.
• · Stockholder support agreements were entered into with certain officers and directors representing less than 1% of outstanding common shares, committing them to vote in favor of the Transaction Stockholder Matters.
• · The Board unanimously recommends a 'FOR' vote on all 13 proposals.
• · The record date for the meeting is August 17, 2026.

24-08-2026

Soluna Holdings, Inc. filed a definitive proxy statement (DEF 14A) for its 2026 Annual Meeting of Stockholders to be held virtually on October 16, 2026. Key proposals include electing three Class III directors, increasing authorized common shares from 375,000,000 to 1,000,000,000 (a 167% increase), and approving the potential issuance of 20% or more of outstanding shares under a Standby Equity Purchase Agreement with YA II PN, Ltd. The company had 246,702,047 shares outstanding as of the August 21, 2026 record date, and while the authorized share increase signals future capital needs, the heavy reliance on equity-linked financing and massive dilution potential represent significant risks for existing shareholders.

• · The annual meeting will be held virtually at www.virtualshareholdermeeting.com/SLNH2026.
• · Stockholders of record as of August 21, 2026 are entitled to vote.
• · The Board recommends voting FOR all proposals.
• · Proposals include: elect three Class III directors, increase authorized shares from 375M to 1B, advisory vote on executive compensation (Say-on-Pay), ratify KPMG as auditor, approve potential issuance of 20%+ of outstanding shares under SEPA, and approve adjournment if needed.
• · The SEPA with YA II PN, Ltd. was dated March 24, 2026.
• · The proxy statement and related materials were first made available on or about August 24, 2026.

24-08-2026

Accuray Inc. is soliciting stockholder approval at a Special Meeting on October 6, 2026 for a financing transaction that includes the issuance of 55,000 shares of Series A Convertible Preferred Stock for $55 million ($15 million cash and conversion of $40 million of existing debt), an increase in authorized common shares from 200 million to 400 million, and a reverse stock split (1-for-15 to 1-for-40) to regain Nasdaq compliance. While the cash infusion and debt reduction provide critical capital for transformation initiatives, the reverse stock split signals ongoing listing challenges and the dilutive potential of the preferred stock conversion and warrant exercise (up to ~15.3 million shares at $0.01 per share) poses significant dilution risk to existing common stockholders.

• · The Special Meeting will be held virtually on October 6, 2026 at 11:00 a.m. Central Time.
• · Record date for voting is August 21, 2026.
• · The reverse stock split ratio will be determined by the Board within a range of 1-for-15 to 1-for-40.
• · The reverse stock split must be effected within one year of the Special Meeting without further stockholder approval.
• · The Warrants have an exercise price of $0.01 per share, which is significantly below the current market price, indicating potential massive dilution.
• · The issuance of Series A Preferred Stock may be deemed a 'change of control' under Nasdaq Listing Rule 5635(b).
• · The $40 million debt conversion reduces overall indebtedness and future interest expense but does not provide additional cash.
• · The net cash proceeds of $15 million are expected to support transformation initiatives, working capital, and general corporate purposes.

24-08-2026

Fractyl Health, Inc. is holding a Special Meeting of Stockholders on September 24, 2026, to vote on a proposal to approve a reverse stock split of its common stock at a ratio between 1-for-5 and 1-for-15, as determined by the Board. The filing does not contain any financial results or period-over-period comparisons, so no positive or negative performance metrics are available. The sole business item is the reverse stock split proposal, which is a capital structure action with no accompanying financial data.

• · The Special Meeting will be held virtually at www.virtualshareholdermeeting.com/GUTS2026SM.
• · The record date for voting is August 21, 2026.
• · The reverse stock split ratio range is 1-for-5 to 1-for-15, inclusive, with the exact ratio to be set by the Board.
• · The proxy materials were mailed on or about August 24, 2026.
• · A quorum requires a majority of voting power present or represented by proxy.

24-08-2026

Moleculin Biotech, Inc. filed a DEF 14A proxy statement for its 2026 Annual Meeting of Stockholders to be held on October 9, 2026. The meeting will address seven proposals, including the election of five directors, ratification of Grant Thornton LLP as auditor, approval of an amendment to increase shares under the 2024 Equity Incentive Plan, a non-binding advisory vote on executive compensation, elimination of supermajority voting requirements, authorization for a reverse stock split (ratio 1-for-2 to 1-for-20), and adjournment authority. As of the record date of August 19, 2026, the company had 19,477,380 shares of common stock outstanding.

• · Annual Meeting will be held in person at 5300 Memorial Drive, Suite 950, Houston, TX 77007 on October 9, 2026 at 10:00 a.m. local time.
• · Record date for voting is August 19, 2026.
• · Proposal 6 seeks authorization for a reverse stock split at a ratio between 1-for-2 and 1-for-20, as determined by the Board, prior to the one-year anniversary of the meeting.
• · Proposal 5 would eliminate supermajority voting requirements to amend the Amended and Restated Certificate of Incorporation.
• · Proposal 3 seeks to increase the number of shares authorized for issuance under the 2024 Equity Incentive Plan.
• · One-third of common stock must be represented to constitute a quorum.

24-08-2026

NEXGEL, INC. is seeking stockholder approval at a Special Meeting to increase authorized common shares from 25,000,000 to up to 150,000,000 (Proposal 1) and to effect a discretionary reverse stock split at a ratio between 1-for-2 and 1-for-20 (Proposal 2). The authorized share increase is needed because the company currently has only 25,000,000 authorized shares but has outstanding obligations (options, warrants, convertible notes) requiring approximately 32,728,460 reserved shares, creating a shortfall of 17,476,123 shares. The reverse stock split is primarily intended to help the company regain compliance with Nasdaq's minimum $1.00 bid price requirement, after receiving a deficiency notice on April 22, 2026, with a compliance deadline of October 19, 2026.

• · The company received a Nasdaq deficiency letter on April 22, 2026 for non-compliance with the $1.00 minimum bid price requirement.
• · The compliance deadline to regain the minimum bid price is October 19, 2026.
• · The reverse stock split ratio range is 1-for-2 to 1-for-20, with the exact ratio to be determined by the Board.
• · The Board has one year from the Special Meeting date to implement the reverse stock split, if approved.
• · The authorized share increase is not conditioned on approval of the reverse stock split, and vice versa.
• · The Board may abandon either proposal at any time prior to implementation.
• · The company's current authorized shares (25,000,000) are insufficient to cover outstanding reservation obligations of ~32,728,460 shares, creating a 17,476,123 share shortfall.
• · If the company fails to regain compliance with Nasdaq's bid price requirement, its common stock may be delisted.

24-08-2026

Integrated Wellness Acquisition Corp (WELUF) filed a definitive proxy statement (DEF 14A) on August 24, 2026, seeking shareholder approval to extend the deadline for its business combination with Btab Ecommerce Group from September 16, 2026 to March 16, 2027, and to allow the board to wind up operations earlier if needed. The company has already extended the deadline multiple times since its IPO, and while shareholders approved the business combination in December 2025, the deal has not yet closed. If the extension is not approved and the business combination fails, the company will liquidate and redeem public shares from the trust account.

• · The company has extended its business combination deadline six times since its IPO: originally until March 13, 2023, then to June 13, 2023, December 13, 2023, December 13, 2024, December 15, 2025, March 16, 2026, and now September 16, 2026.
• · Shareholders approved the business combination at a separate meeting on December 8, 2025, but the deal has not yet closed.
• · If the extension is not approved and the business combination is not completed by September 16, 2026, the company will liquidate and redeem public shares from the trust account, with up to $100,000 of interest used for dissolution expenses.
• · The meeting will be held on September 15, 2026 at 11:00 a.m. Eastern Time at the offices of Ellenoff Grossman & Schole LLP in New York.
• · Only holders of record of Class A and Class B ordinary shares as of August 19, 2026 are entitled to vote.
• · Approval of each M&A Amendment Proposal requires at least two-thirds of the votes cast by shareholders present at the meeting.
• · Public shareholders may elect to redeem their shares for a per-share price equal to the aggregate amount in the trust account divided by the number of outstanding public shares, but only if the M&A Amendment Proposals are approved.

24-08-2026

Franklin Limited Duration Income Trust (FTF) filed a definitive proxy statement (DEF 14A) for its 2026 Annual Shareholders' Meeting, scheduled for October 1, 2026. The sole proposal is the election of four trustees (Terrence J. Checki, Mary C. Choksi, Rupert H. Johnson, Jr., and Larry D. Thompson) to three-year terms expiring at the 2029 meeting. The Board unanimously recommends a vote FOR all nominees.

• · Meeting will be held on October 1, 2026 at 12:00 p.m. Eastern time at 300 S.E. 2nd Street, Fort Lauderdale, Florida.
• · Record date for voting is August 3, 2026.
• · Proxy materials were first mailed to shareholders on or about August 24, 2026.
• · Each common share is entitled to one vote; fractional shares get proportional fractional votes.
• · The Nominating Committee consists of eight Independent Trustees and is responsible for selecting candidates.
• · A Qualifying Fund Shareholder must continuously own at least $250,000 in net asset value of Fund shares for 24 months prior to making a nomination recommendation.
• · If a proxy card is signed and dated but no vote is specified, shares will be voted FOR the election of all nominees.

24-08-2026

LogicMark, Inc. filed a definitive proxy statement (DEFM14A) on August 24, 2026, seeking shareholder approval for a merger with a fixed aggregate consideration pool of approximately $1.5 million, implying $1.31 per share based on 1,143,759 fully diluted shares. The Special Committee received a fairness opinion from Roth Capital Partners, which performed discounted cash flow, comparable company, and precedent transaction analyses. However, Roth's DCF analysis produced negative implied equity values per share (ranging from -$9.96 to -$28.20), reflecting projected negative unlevered free cash flow throughout the projection period, indicating that the projected operations do not support a positive equity value.

• · Roth's DCF analysis using revenue-exit multiples implied share price range of -$9.96 to -$7.55.
• · Roth's DCF analysis using perpetuity growth rate implied share price range of -$28.20 to -$22.33.
• · Selected comparable companies include Ascom Holding AG, Careium AB, Inogen, Inc., Austco Healthcare Limited, and SOBR Safe, Inc.
• · The closing price of LogicMark common stock on July 17, 2026 was $0.72 per share.
• · Roth assumed no taxes as per management and used a 0.0% tax rate in its WACC calculation.
• · The merger consideration is a fixed aggregate pool of approximately $1.5 million, so any additional shares issued before the effective time would reduce the per-share consideration.

24-08-2026

Unusual Machines, Inc. filed a DEF 14A proxy statement for its 2026 Annual Meeting of Stockholders, to be held virtually on October 5, 2026. The meeting will include the election of five directors, ratification of the independent auditor, and approval of a warrant grant to the CEO. As of the record date, there were 49,956,505 shares of common stock outstanding, and a quorum requires one-third of outstanding voting power.

• · Annual Meeting will be held virtually on October 5, 2026 at 11:00 AM ET.
• · Record date for voting is August 6, 2026.
• · Proposals include: Election of Directors (plurality vote), Ratification of Auditor (majority of votes cast), Approval of Warrant Grant to CEO (majority of votes cast), and Adjournment (majority of votes cast).
• · Broker discretionary voting is allowed for Proposals 2 and 4 (routine), but not for Proposals 1 and 3 (non-routine).
• · Notice of Internet Availability was mailed on or about August 24, 2026.

24-08-2026

Lattice Strategies Trust, part of the Hartford Funds Family, filed a definitive proxy statement (DEF 14A) on August 24, 2026, for a Joint Special Meeting of Shareholders to be held virtually on November 5, 2026. The meeting addresses three key proposals: (1) election of ten Board nominees (nine current members plus Andra S. Bolotin), (2) approval of new investment management agreements with Hartford Funds Management Company, LLC or Lattice Strategies LLC following Wellington Management's acquisition of Hartford Funds Management Group (announced June 3, 2026, expected close by January 2027), and (3) reclassification of eight funds from diversified to non-diversified to allow greater investment flexibility. No changes to fund investment objectives, strategies, portfolio management teams, or fees are expected as a result of these proposals.

• · The Transaction is expected to close by January 2027.
• · Shareholders of Hartford Climate Opportunities Fund, Hartford Hybrid and Credit Opportunities Fund, Hartford International Equity Fund, and The Hartford High Yield Fund will be asked to approve the New Agreement between HFMC and Hartford Funds Exchange-Traded Trust, as these funds are expected to convert to ETFs in October or November 2026.
• · The reclassification to non-diversified status is intended to allow funds to invest a larger percentage of assets in a single issuer, potentially improving benchmark-relative performance but also increasing share price volatility.
• · Wellington Management will no longer serve as a sub-adviser; instead, Wellington personnel will provide services under an intercompany arrangement with HFMC.
• · Schroders and Mellon will continue as sub-advisers for the funds they currently serve.