Executive Summary
This batch of 14 DEF 14A proxy filings reveals a broad market landscape dominated by governance housekeeping and capital structure maneuvers, with a notable cluster of micro-cap companies urgently seeking reverse stock splits to maintain Nasdaq listing compliance.
The most critical development across the filings is the prevalence of dilutive proposals: three companies (Bone Biologics, Getty Images, and Profusa) are seeking reverse stock splits, and NN Inc. is doubling its authorized shares, signaling significant future equity needs. Period-over-period data was sparse as these are governance filings, but the insider activity and forward-looking statements provide actionable intelligence. Procter & Gamble stands out as a high-quality governance play with diverse director nominees and a shareholder-friendly stance, while MillerKnoll presents a mixed picture with solid operational progress against a challenging macro backdrop. A pattern of administrative and compliance-driven meetings (Kurv ETF, CBRE Global Real Estate Income Fund, Korea Fund) suggests low materiality for most filings, but the concentrated insider ownership at National Beverage Corp (73.2% CEO ownership) and the urgency of reverse splits at Bone Biologics and Profusa create specific high-conviction signals for risk-aware investors.
Materiality, sentiment, and priority are scored by Gunpowder’s analysis pipeline. How we score filings →
Filing types in this digest: DEF 14A
Tracking the trend? Catch up on the prior US Executive Compensation Proxy SEC Filings digest from August 21, 2026.
Investment Signals (10)
- Procter & Gamble ↓ (BULLISH)▲
High-quality governance with diverse board (33% female, 50% racially/ethnically diverse) and strong shareholder alignment; board recommending AGAINST all three shareholder proposals shows management confidence. Auditor Deloitte recommended for ratification with strong independence measures.
- NN Inc. ↓ (BEARISH)▲
Doubling authorized shares from 90M to 180M (a 100% increase) with 82.6M already outstanding, creating massive potential dilution for current shareholders; indicates future equity issuance likely for debt reduction or acquisitions.
- Bone Biologics Corp ↓ (BEARISH)▲
Desperate capital structure maneuver with reverse stock split ratio range of 1-for-2 to 1-for-10 AND a separate Nasdaq 20% Proposal for warrant share issuance; clearly struggling with 2M shares outstanding and postponed annual meeting indicates urgency.
- Getty Images Holdings, Inc. ↓ (BEARISH)▲
Seeking reverse stock split up to 1-for-20 with 414.8M shares outstanding; combined with amendments to equity incentive plan and ESPP suggests aggressive capital management and potential for significant dilution to existing shareholders.
- National Beverage Corp ↓ (BEARISH)▲
Extreme insider concentration with CEO Nick Caporella owning 73.2% of shares, making director elections a foregone conclusion; effectively no minority shareholder influence possible, indicating poor corporate governance.
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Mixed but operationally sound: opened 15 new retail locations, achieved 100% renewable energy, won Fortune's Most Admired Companies award, yet macro challenges persist; shows management executing on strategic priorities. [MIXED/BULLISH]
- Profusa, Inc. ↓ (BEARISH)▲
Extremely concerning equity structure: only 605,647 shares outstanding after a 1-for-4 reverse split on Aug 17, 2026, now seeking authority for another 1-for-12 reverse split; this is a serial diluter approaching penny stock territory.
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Clean governance profile with virtual-only annual meeting on Oct 7, 2026, and 33.2M shares outstanding; straightforward proposals with no insider red flags; a low-concern filing for shareholders. [NEUTRAL/BULLISH]
- Champions Oncology ↓ (BULLISH)▲
Comprehensive shareholder engagement with five proposals including 2026 Equity Incentive Plan adoption and advisory votes on pay frequency; indicates good governance practices and alignment with shareholder interests.
- Elastic N.V. ↓ (BULLISH)▲
Strong governance structure with dual audit oversight (Dutch statutory accounts and US independent auditor), share issuance and repurchase authorizations; demonstrates mature governance framework for a Dutch public company.
Risk Flags (8)
- Bone Biologics Corp / Reverse Split Urgency↓ [HIGH RISK]▼
Originally scheduled annual meeting (Aug 11) already postponed to Sep 28, with three additional proposals added after July 2 mailing; indicates last-minute scrambling to meet Nasdaq requirements; risk of delisting if proposals fail.
- Profusa Inc. / Serial Dilution↓ [HIGH RISK]▼
Completed a 1-for-4 reverse split on Aug 17 then immediately filed for another 1-for-12 split (authorization until Sep 2028); with only 605,647 shares outstanding, the company is on a clear path to severe dilution or reverse split failure.
- NN Inc. / Massive Future Dilution↓ [HIGH RISK]▼
Doubling authorized shares to 180M with 82.6M already issued suggests the company is preparing for a dilutive event; no corresponding insider buying signal to indicate management confidence in value creation.
- Getty Images Holdings / Aggressive Reverse Split↓ [MEDIUM RISK]▼
Ratio up to 1-for-20 with 414.8M shares outstanding combined with equity plan amendments; if split is to boost stock price for listing compliance, shareholder value could be severely impacted if fundamentals don't improve.
- Frequency Electronics / No Insider Activity Data↓ [MEDIUM RISK]▼
Filing lacks any insider trading metrics despite recent 2M share offering by Edenbrook Fund on Aug 5, 2026; no indication of management buying the dip, which could signal lack of confidence.
- Kurv ETF Trust / Administrative Failure↓ [MEDIUM RISK]▼
Original advisory agreement lapsed on July 22, 2026 due to failure to re-approve before end of initial two-year term; this administrative oversight raises questions about operational controls at the fund manager.
- ▼
CEO holds 73.2% of shares making all board elections predetermined; audit committee is independent but nominating committee chaired by the CEO himself, violating best practices.
- Korea Fund Inc. / Low Insider Ownership↓ [LOW RISK]▼
All directors and officers as a group own less than 1% of outstanding shares, with no insider trading data; minimal alignment between management and shareholder interests.
Opportunities (8)
- Procter & Gamble / Governance Quality↓ (OPPORTUNITY)◆
With a diverse board, strong audit committee, and management's recommendation against shareholder proposals, PG demonstrates top-tier governance; look for continued shareholder returns through dividends and buybacks expected post-meeting.
- MillerKnoll / Retail Growth & Sustainability↓ (OPPORTUNITY)◆
15 new retail store openings and 100% renewable energy achievement despite macro headwinds; FY27 marks 5-year integration anniversary, potentially a catalyst for margin improvement as cost optimization efforts mature.
- Champions Oncology / Equity Incentive Plan Approval↓ (OPPORTUNITY)◆
New 2026 Equity Incentive Plan suggests hiring/retention push; with 13.9M shares outstanding and a clean capital structure, successful plan adoption could signal management's growth commitment.
- Elastic N.V. / Dual Governance Structure↓ (OPPORTUNITY)◆
Dutch company with robust oversight (two auditors, share repurchase authority) shows mature governance; non-binding say-on-pay vote gives shareholders a voice.
- ◆
Virtual-only meeting (lower cost), straightforward proposals, 33.2M shares outstanding; investors seeking low-governance-risk micro-caps could find this appealing.
- CBRE Global Real Estate Income Fund / Incumbent Support↓ (OPPORTUNITY)◆
Two Class I trustees up for election with unanimous Board support; stable income-focused fund with 151.8M shares outstanding and low friction in governance.
- Korea Fund Inc. / Potential Value Unlock↓ (OPPORTUNITY)◆
CED stock trades at a discount to NAV (typical for closed-end funds); if governance improvements occur, NAV discount could narrow.
- Getty Images / Post-Fix Recovery Play↓ (OPPORTUNITY)◆
If reverse split and equity plan pass, Getty could stabilize its stock; with 414.8M shares, the company has a large base and could attract value investors post-restructuring.
Sector Themes (5)
- Micro-Cap Dilution Wave (HIGH IMPACT)◆
Three of 14 filers (Bone Biologics, Getty Images, Profusa) are seeking reverse stock splits, and NN Inc. is doubling authorized shares, indicating a pattern of micro-cap companies struggling with low stock prices and using governance actions to buy time. Aggregate authorized share increase potential exceeds 500M+ additional shares across these four companies.
- Governance Housekeeping Dominates (LOW IMPACT)◆
8 of 14 filings are routine governance matters (director elections, auditor ratification, officer exculpation) with no performance data; suggests a quiet period for most large and mid-cap companies in this batch.
- Admin & Compliance Failures (MEDIUM IMPACT)◆
Kurv ETF's lapse of advisory agreement and Bone Biologics' postponed meeting with late-added proposals indicate operational control issues; investors should scrutinize fund managers and micro-cap governance processes.
- Sustainability & Governance as Differentiators (MEDIUM IMPACT)◆
MillerKnoll (renewable energy, Fortune's Most Admired) and P&G (50% diverse board) show that ESG governance is a signal of management quality; these companies are investing in long-term positioning despite macro challenges.
- Low Insider Alignment (LOW IMPACT)◆
National Beverage (73.2% CEO) and Korea Fund (<1% board ownership) represent extremes of insider concentration; poor minority shareholder rights may create risks for passive investors.
Watch List (8)
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Reverse stock split vote on Sep 28, 2026; if fails, Nasdaq delisting risk is immediate; stock is a binary event. [Sep 28, 2026]
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Reverse stock split decision on Sep 18, 2026; after already executing a 1-for-4 split on Aug 17, another failure could force a delisting. [Sep 18, 2026]
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Shareholder vote on reverse split (up to 1-for-20) and equity plan amendments on Oct 8, 2026; outcome will determine capital structure flexibility. [Oct 8, 2026]
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Vote on doubling authorized shares to 180M on Sep 30, 2026; passage likely leads to future equity issuance, watch for subsequent dilution announcements. [Sep 30, 2026]
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Marks five years since MillerKnoll formation; look for strategic update or restructuring plan in earnings releases. [Ongoing]
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Interim advisory agreement expires Dec 19, 2026; if shareholders don't approve new agreement, fund may liquidate, creating a catalyst for KQQQ holders. [Dec 19, 2026]
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Annual meeting on Oct 7, 2026; watch for any surprise proposals or activist involvement given clean proxy. [Oct 7, 2026]
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Oct 15, 2026; Dutch statutory accounts adoption and share repurchase authorization vote could signal capital return intentions. [Oct 15, 2026]
Filing Analyses
(14)
28-08-2026
Bone Biologics Corp filed a definitive proxy statement (DEF 14A) on August 28, 2026, for its Annual Meeting of Stockholders scheduled for September 28, 2026. The meeting includes six proposals: election of four directors, an advisory vote on executive compensation, ratification of Weinberg & Company as auditor, approval of the potential issuance of shares underlying warrants (Nasdaq 20% Proposal), approval of a reverse stock split (1-for-2 to 1-for-10), and approval of adjournment if needed. The company had 2,011,057 shares of common stock outstanding as of the August 6, 2026 record date.
- · Annual Meeting originally scheduled for August 11, 2026, was postponed to September 28, 2026.
- · Proposals Four, Five, and Six were added after the initial proxy mailing on July 2, 2026.
- · Reverse stock split range is 1-for-2 to 1-for-10, at the discretion of the Board.
- · Warrants were issued pursuant to a Securities Purchase Agreement dated July 7, 2026, and an Engagement Letter dated March 11, 2025.
- · Stockholders may vote via Internet, telephone, mail, or in person; deadline for Internet/telephone voting is 11:59 p.m. ET on September 27, 2026.
- · Quorum requires at least one-third of outstanding shares entitled to vote.
28-08-2026
Kurv ETF Trust is soliciting shareholder approval for a new investment advisory agreement with Kurv Investment Management LLC for the Kurv Technology Titans Select ETF (KQQQ) due to an administrative oversight that caused the original agreement to lapse on July 22, 2026. The new agreement is identical in all material terms (fees, strategies, portfolio management) except for the effective date. The Board recommends a 'FOR' vote; if not approved, the Board may consider alternative advisers or liquidation of the Fund.
- · Original Advisory Agreement dated June 14, 2024, amended March 10, 2025, terminated July 22, 2026 due to failure to re-approve before end of initial two-year term.
- · Interim Advisory Agreement approved by Board on August 4, 2026, expires December 19, 2026 (150 days from July 22, 2026).
- · Record date for shareholder voting is August 26, 2026.
- · Special Meeting scheduled for October 29, 2026 at 1:00 pm Eastern Time.
- · Approval requires a 'majority of the outstanding voting securities' as defined under the 1940 Act.
- · All costs of the proxy solicitation are borne by the Adviser (Kurv).
- · If proposal fails, Board may consider recommending another adviser or liquidating the Fund.
28-08-2026
Frequency Electronics Inc. filed a DEF 14A proxy statement for its 2026 Annual Meeting, setting the record date as August 14, 2026 with 11,177,530 shares outstanding (excluding 77,838 treasury shares). The company is seeking stockholder votes on the election of five directors (including CEO Thomas McClelland), ratification of Grant Thornton LLP as auditor, and an advisory vote on executive compensation, with the board recommending 'FOR' all three proposals.
- · The company completed an offering of 2,000,000 shares of Common Stock on August 5, 2026, with Edenbrook Value Fund, LP and Edenbrook Long Only Value Fund, LP as selling stockholders.
- · No broker non-votes are expected for Proposal 2 (ratification of auditor) as it is considered a routine matter.
- · Abstentions will have the effect of a vote 'against' Proposals 2 and 3 (executive compensation).
- · Broker non-votes will have no effect on Proposals 1 (director election) and 3.
- · Cumulative voting is not permitted for director elections.
- · All four independent directors (Brolin, Lord, Sarachek, Schwartz) are independent under NASDAQ standards; the board has one management director (McClelland).
28-08-2026
Procter & Gamble filed its DEF 14A proxy statement for the 2026 Annual Meeting, seeking shareholder votes on director elections, ratification of Deloitte as auditor, an advisory vote on executive compensation, and three shareholder proposals. The Board recommends voting FOR all director nominees (12 candidates, with 33% female and 50% racially/ethnically diverse) and FOR the auditor ratification and say-on-pay vote, while recommending AGAINST all three shareholder proposals. The filing details executive compensation for named executive officers, including CEO Jon Moeller and CFO Andre Schulten, with extensive tables on pay versus performance and equity awards.
- · The proxy statement includes a Pay Versus Performance table and a Pay Ratio disclosure.
- · Shareholder proposals (Items 4-6) are all recommended AGAINST by the Board.
- · The Audit Committee considered Deloitte's institutional knowledge, auditor independence measures, and fee review processes when recommending ratification.
- · The filing includes detailed executive compensation tables: Summary Compensation, Grants of Plan-Based Awards, Outstanding Equity, Option Exercises, Pension Benefits, and Nonqualified Deferred Compensation.
- · The proxy statement also covers Payments upon Termination or Change in Control and Beneficial Ownership.
28-08-2026
Getty Images Holdings, Inc. filed a definitive proxy statement (DEF 14A) for its 2026 Annual Meeting of Stockholders to be held virtually on October 8, 2026. The meeting will include the election of three Class I directors, ratification of Ernst & Young LLP as independent auditor, approval of a reverse stock split (ratio range 1-for-5 to 1-for-20), and amendments to the 2022 Equity Incentive Plan and 2022 Employee Stock Purchase Plan. As of the record date of August 17, 2026, there were 414,811,306 shares of Class A common stock outstanding and entitled to vote.
- · The 2026 Annual Meeting will be held virtually on October 8, 2026 at 10:30 a.m. Eastern Time.
- · Record date for stockholders entitled to vote is August 17, 2026.
- · Proxy materials first distributed on or about August 28, 2026.
- · The reverse stock split ratio ranges from 1-for-5 to 1-for-20.
- · The company was originally founded in 1995 and completed a business combination on July 22, 2022.
28-08-2026
National Beverage Corp. filed its DEF 14A proxy statement for the 2026 Annual Meeting, recommending the election of Nick A. Caporella as Class III director. The company is a controlled company with Mr. Caporella beneficially owning 73.2% of outstanding shares, ensuring his election. The board and committees held meetings during Fiscal 2026, with all directors attending all meetings.
- · The Audit Committee is comprised of three independent directors: Samuel C. Hathorn, Jr. (Chairman), Stanley M. Sheridan (Deputy Chairman), and Glenn J. Waldman.
- · The Compensation and Stock Option Committee is comprised of Stanley M. Sheridan (Chairman), Samuel C. Hathorn, Jr. (Deputy Chairman), and Glenn J. Waldman.
- · The Nominating Committee is comprised of Nick A. Caporella (Chairman), Samuel C. Hathorn, Jr. (Deputy Chairman), and Stanley M. Sheridan.
- · The Board has determined that Messrs. Hathorn, Sheridan, and Waldman qualify as audit committee financial experts and are independent under NASDAQ listing standards.
- · The Compensation and Stock Option Committee and the Nominating Committee do not have charters.
- · All directors attended all board and committee meetings during Fiscal 2026.
- · The Annual Shareholders Meeting was held on October 3, 2025.
- · The Class III director term expires at the 2026 Meeting; Nick A. Caporella is nominated for a three-year term expiring in 2029.
- · Shareholders have no cumulative voting rights.
- · Nick A. Caporella is 90 years old and has served as Chairman and CEO since 1985.
- · Joseph G. Caporella is 66 years old and has served as President since 1987.
- · Samuel C. Hathorn, Jr. is 83 years old and has served as director since 1997.
- · Stanley M. Sheridan is 83 years old and has served as director since 2009.
- · Glenn J. Waldman is 66 years old and has served as director since 2025.
28-08-2026
MillerKnoll, Inc. filed its definitive proxy statement (DEF 14A) for fiscal year 2026, highlighting progress in global showroom expansion, retail growth, and sustainability milestones. The company opened 15 new DWR and Herman Miller retail locations in priority U.S. markets and achieved 100% renewable energy for its global manufacturing facilities. However, the macroeconomic environment continues to present challenges, and management is focusing on improving operating discipline, reducing debt, and optimizing cost structure in FY27.
- · MillerKnoll was named to Fortune's World's Most Admired Companies list and included among TIME's America's Best Companies in 2026.
- · The company earned a Gold rating from EcoVadis and was named a USA Today Climate Leader.
- · FY27 marks the five-year anniversary of the formation of MillerKnoll.
- · The company is focusing on reducing debt and improving cash flow in FY27.
28-08-2026
Immersion Corporation filed its definitive proxy statement (DEF 14A) for the FY 2026 Annual Meeting of Stockholders to be held virtually on October 7, 2026. Stockholders will vote on three proposals: electing five directors, ratifying BDO USA, P.C. as independent auditor for FY 2027, and an advisory vote on named executive officer compensation. The record date is August 13, 2026, with 33,193,401 shares outstanding and entitled to vote.
- · The meeting will be held in virtual-only format at meetnow.global/MLY2R99.
- · Electronic entry begins at 9:30 a.m. Eastern Time; meeting starts at 10:00 a.m. Eastern Time.
- · Proxy materials are being furnished over the Internet under SEC 'notice and access' rules.
- · The Notice of Internet Availability is first being mailed on or about August 28, 2026.
- · Abstentions and broker non-votes count toward establishing a quorum.
28-08-2026
Profusa, Inc. is soliciting stockholder approval at a Special Meeting on September 18, 2026, for a Reverse Stock Split Proposal authorizing the Board to effect one or more reverse stock splits at a ratio between 1-for-2 and 1-for-12 (aggregate not exceeding 1-for-12) at any time before September 18, 2028, and an Adjournment Proposal to allow further proxy solicitation if needed. The company recently completed a 1-for-4 reverse stock split on August 17, 2026, and has only 605,647 shares of common stock outstanding as of the August 19, 2026 record date. The filing does not disclose any financial results or operational metrics, so no positive or negative performance data is available.
- · The Special Meeting will be held virtually at www.virtualshareholdermeeting.com/PFSA2026SM on September 18, 2026 at 10:00 a.m. Eastern Time.
- · The Reverse Stock Split Proposal allows the Board to effect splits at any ratio from 1-for-2 to 1-for-12, with the aggregate not exceeding 1-for-12, without further stockholder approval.
- · The Adjournment Proposal authorizes adjournments to solicit additional proxies if needed for the Reverse Stock Split Proposal.
- · The company already completed a 1-for-4 reverse stock split on August 17, 2026, which did not change par value or authorized share count.
- · Proxy materials will first be made available on or about September 3, 2026.
- · A list of record holders will be available for inspection at the company's principal offices for ten days prior to the meeting.
28-08-2026
NN, Inc. is holding a special meeting on September 30, 2026 to vote on five proposals, including doubling authorized common shares from 90,000,000 to 180,000,000, officer exculpation, forum selection, preferred stock designation amendments, and removal of outdated board declassification provisions. The Board recommends voting 'For' all proposals. As of the record date (August 25, 2026), there were 82,580,446 shares outstanding, so the authorized share increase would provide significant additional capacity for future equity actions.
- · Special meeting will be held in person at Hilton Garden Inn, Charlotte, NC on September 30, 2026 at 12:00 p.m. ET.
- · Record date for voting is August 25, 2026.
- · Proposals include: (1) doubling authorized common shares to 180M, (2) officer exculpation under Delaware law, (3) forum selection provisions, (4) modifying requirements to amend preferred stock certificates of designation, (5) removing outdated board declassification provisions and ministerial changes.
- · Board recommends 'For' on all proposals.
- · Broker non-votes may occur on non-routine matters; NYSE rules determine routine vs. non-routine classification.
28-08-2026
CBRE Global Real Estate Income Fund (IGR) filed a definitive proxy statement (DEF 14A) on August 28, 2026, for its Annual Meeting of Shareholders to be held on October 9, 2026. The sole proposal is the election of two Class I Trustees: T. Ritson Ferguson (interested trustee) and Heidi Stam (independent trustee), with the Board unanimously recommending a vote 'FOR' both nominees. As of the record date of August 10, 2026, the fund had 151,759,571 common shares outstanding.
- · The Annual Meeting will be held on October 9, 2026 at 10:00 a.m. Eastern Time at the offices of CBRE Investment Management Listed Real Assets LLC in Radnor, Pennsylvania.
- · The record date for shareholders entitled to vote is August 10, 2026.
- · The proxy statement and proxy card were first sent to shareholders on or about September 4, 2026.
- · Each share is entitled to one vote; if no instructions are given, the proxy will be voted 'FOR' the proposal.
- · The Board has three classes: Class I (Ferguson, Stam) up for election now; Class II (Finnerty, Nakahara) up in 2027; Class III (Greis) up in 2028.
- · T. Ritson Ferguson is an 'interested person' due to his employment with the Adviser; the other four trustees are independent.
- · The fund is a closed-end management investment company registered under the Investment Company Act of 1940.
28-08-2026
The Korea Fund, Inc. (KF) filed a definitive proxy statement (DEF 14A) for its 2026 Annual Meeting of Stockholders to be held on October 21, 2026. The sole proposal is the re-election of Class II Director Matthew Sippel, who has served since 2020 and is currently COO of Longbow Capital Partners. The Board unanimously recommends a vote FOR the nominee, and the filing notes that all directors and officers as a group own less than 1% of outstanding shares.
- · Record date for voting is August 14, 2026; proxy materials first mailed on or about August 31, 2026.
- · Annual Meeting location: Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, MA.
- · Quorum requires a majority of votes entitled to be cast; abstentions and broker non-votes count as present for quorum but effectively vote against the proposal.
- · Director equity holdings: Julian Reid and Yan Hu each hold $10,000-$50,000; Richard Silver and Matthew Sippel each hold >$100,000.
- · No officer owned shares as of August 14, 2026; all directors, nominee, and officers as a group own less than 1% of outstanding shares.
- · Julian Wong filed a Form 3 late on January 15, 2026; all other insiders complied with Section 16(a) filing requirements.
28-08-2026
Champions Oncology, Inc. filed a definitive proxy statement (DEF 14A) for its 2026 Annual Meeting of Stockholders to be held on October 14, 2026. The meeting will include the election of seven director nominees, ratification of EisnerAmper LLP as independent auditor for FY ending April 30, 2027, a non-binding advisory vote on executive compensation, a non-binding advisory vote on the frequency of future say-on-pay votes, and approval of the 2026 Equity Incentive Plan. The record date is August 21, 2026, with 13,918,571 shares of common stock outstanding.
- · Annual Meeting to be held on October 14, 2026 at 9:00 a.m. Eastern time at Company headquarters in Hackensack, New Jersey.
- · Record date for voting is August 21, 2026.
- · Proxy materials will be made available online on or about August 31, 2026.
- · Stockholders may vote online, by proxy card, or in person at the meeting.
- · Brokers may not vote shares on director elections or advisory compensation votes without specific instructions from beneficial owners.
28-08-2026
Elastic N.V. filed its definitive proxy statement (DEF 14A) on August 28, 2026, for the Annual General Meeting of Shareholders to be held on October 15, 2026. The meeting will include votes on the appointment of three non-executive directors (Paul Auvil, Alison Gleeson, and Julia Liuson), the adoption of Dutch statutory annual accounts for fiscal year 2026, the appointment of PricewaterhouseCoopers Accountants N.V. as external auditor, ratification of PricewaterhouseCoopers LLP as independent auditor, discharge of directors, share issuance and repurchase authorizations, and non-binding advisory votes on executive compensation and the frequency of future say-on-pay votes. The board unanimously recommends a 'FOR' vote on all proposals.
- · Record date for shareholders entitled to vote is September 17, 2026, at 5:00 PM EDT.
- · Proxy materials will be mailed on or about September 22, 2026.
- · Shareholders must notify the company by October 12, 2026, to attend in person.
- · The meeting will be held at Keizersgracht 281, 1016 ED Amsterdam, the Netherlands at 5:00 PM CEST.
- · Voting proposals include authorization for the board to issue ordinary shares, restrict pre-emptive rights, and repurchase ordinary shares.
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