US Executive Compensation Proxy SEC Filings — October 05, 2026

05-10-2026

Gyrodyne, LLC filed a definitive proxy statement (DEF 14A) for its 2026 Annual Meeting of Shareholders to be held on November 5, 2026. The Board unanimously recommends voting 'FOR' the election of directors Jan H. Loeb and Nader G.M. Salour, 'FOR' the non-binding advisory vote on executive compensation, and 'FOR' the ratification of Baker Tilly US, LLP as independent auditor for 2026. The filing also highlights significant forward-looking risks including reliance on a single full-time employee after the COO's termination, ongoing efforts to sell remaining properties, and financial uncertainties related to funding operations through 2028.

• · The Annual Meeting will be held on November 5, 2026 at 11:00 a.m. Eastern Time at Flowerfield Celebrations, Saint James, New York.
• · Record date for voting is September 15, 2026.
• · The Board consists of three directors: two nominees for election (Loeb and Salour) and one continuing director (Smith).
• · The company has outstanding 2,199,308 common shares as of the record date.
• · The proxy statement and related materials are first available on or about October 2, 2026.
• · The company is relying on a single full-time employee after the termination of its Chief Operating Officer to complete the entitlement, marketing, sale and liquidation process.
• · The company is seeking additional capital to fund operations through the end of 2028.
• · There is an ongoing Article 78 Proceeding against the company.

05-10-2026

Bold Eagle Acquisition Corp. is seeking shareholder approval at an October 20, 2026 extraordinary general meeting to extend the deadline for its initial business combination from October 25, 2026 to June 25, 2027. The company has already signed a Business Combination Agreement with REDLattice on September 25, 2026, but needs more time to complete the transaction. If the extension is approved, public shareholders may redeem their shares at approximately $10.70 per share; however, there is no assurance the business combination will close by the extended date, and if the extension is not approved, the company will liquidate and redeem all public shares.

• · The company entered into a Business Combination Agreement with REDLattice on September 25, 2026.
• · If the extension is not approved and no business combination occurs by October 25, 2026, the company will redeem 100% of Public Shares and liquidate.
• · Rights (entitling holders to 1/20 of a Class A Share upon a business combination) will expire worthless in a liquidation.
• · Sponsor and insiders may purchase Public Shares from redeeming investors at no more than the redemption price, but have no current commitments to do so.
• · The Adjournment Proposal is only presented if there are insufficient votes for the Extension Amendment Proposal.

05-10-2026

Bowman Consulting Group Ltd. (BWMN) is soliciting stockholder approval for a merger agreement with entities affiliated with Bernhard Capital Partners. Under the deal, stockholders will receive $43.00 per share in cash, and the company will be delisted from Nasdaq. The board unanimously recommends a 'FOR' vote on the merger and adjournment proposals at a special meeting on November 4, 2026.

• · The Merger Agreement was entered into on August 10, 2026.
• · The special meeting will be held on November 4, 2026, at 9:30 a.m. Eastern time as a virtual meeting.
• · The record date for voting is October 1, 2026.
• · The affirmative vote of a majority of outstanding shares is required to approve the Merger Proposal.
• · Dissenting stockholders have appraisal rights under Delaware law.
• · The company's financial advisor, BofA Securities, provided an opinion on the merger, attached as Annex B.

05-10-2026

Melar Acquisition Corp. I is seeking shareholder approval for its business combination with Everli Global Inc., valued at $180 million plus additional financing proceeds. The deal involves a merger structure where Everli shareholders will receive shares of New Melar common stock valued at $10.00 per share, with Class B shares carrying 30 votes per share (sunsetting after 12 years). While the transaction has secured $11.1 million in bridge financing and up to $10 million from Yorkville, the company faces a $5.635 million loan that matured on September 1, 2026 and is currently in extension negotiations, indicating potential liquidity pressure.

• · The meeting will be held on October 22, 2026 at 8:00 a.m. ET at Ellenoff Grossman & Schole LLP, 1345 Avenue of the Americas, 11th Floor, New York, NY 10105.
• · Melar will domesticate from a Cayman Islands exempted company to a Nevada corporation prior to the merger.
• · Class B common stock carries 30 votes per share, with super voting rights sunsetting 12 years after Closing.
• · 1,500,000 Escrow Shares will be held for 24 months post-Closing, subject to forfeiture upon certain events.
• · Yorkville notes bear interest at 8% per annum, increasing to 18% upon an event of default, with ~18-month maturity from first note issuance.
• · The $5.635 million loan from Everli S.p.A. matured on September 1, 2026 and is currently in extension negotiations, indicating a potential liquidity concern.

05-10-2026

XMax Inc. filed a DEF 14A proxy statement on October 5, 2026, seeking shareholder approval at a Special Meeting to ratify prior stock issuances that violated Nasdaq Listing Rule 5635(d) and to authorize new private placements for up to 30 million shares and $170 million to fund AI business expansion. The company received a Nasdaq non-compliance notice on September 10, 2026, and faces potential delisting if shareholder approval is not obtained. While the board unanimously recommends all proposals, the significant dilution (up to 46% of current outstanding shares) and the company's compliance issues present material risks to existing shareholders.

• · The company submitted a compliance plan to Nasdaq on September 30, 2026, and is awaiting response; if accepted, Nasdaq may grant an extension of up to 180 days from the notification date (i.e., until approximately March 9, 2027).
• · The board has not yet determined final terms for the Private Placement and Registered Direct Offering; the maximum discount is up to 50% of the closing price.
• · No securities will be sold to officers, directors, or employees of the company in the proposed offerings.
• · The proposals are not conditioned on each other; broker non-votes and abstentions will not count toward the vote outcome.
• · The company has an effective Form S-3 registration statement (No. 333-295406) for the Shelf Issuance (Proposal 3).
• · If the compliance plan is not accepted, the company may request a hearing before a Nasdaq Hearings Panel.

05-10-2026

Innovative Eyewear Inc filed a DEF 14A proxy statement for its 2026 Annual Meeting scheduled for November 16, 2026. The agenda includes the election of four director nominees, ratification of Cherry Bekaert LLP as auditors for fiscal 2026, and approval of a reverse stock split amendment (range 1-for-2 to 1-for-12) to be effected at the Board's discretion within one year. Outstanding shares as of the Record Date (Sept 21, 2026) are 8,712,263; however, holders of Control Shares are not permitted to vote at this meeting due to Florida law restrictions.

• · Meeting to be held virtually on November 16, 2026 at 10:00 a.m. Eastern Time.
• · Reverse stock split range: 1-for-2 to 1-for-12, at Board’s discretion within one year of stockholder approval.
• · Control Shares (as defined under Florida law) are not entitled to vote at this meeting.
• · Common Stock par value is $0.00001 per share.

05-10-2026

Seneca Foods Corporation filed a definitive proxy statement (DEF 14A) on October 5, 2026, for a special meeting of shareholders to be held on November 4, 2026. The board unanimously recommends approval of two amendments: a five-for-one forward stock split with proportional increases in authorized shares and reductions in par values, and the removal of Preferred Stock Without Par Value from authorized shares. The proposals are conditioned on each other, and the meeting will also address any other business that may properly come before it.

• · The special meeting will be held on Wednesday, November 4, 2026 at 1:00 PM Eastern Time at the Woodcliff Hotel & Spa, Fairport, New York.
• · Record date for voting is September 14, 2026.
• · Each share of Class A Common Stock is entitled to 1/20 of one vote; each share of Class B Common Stock, 10% Series A Preferred Stock, and 10% Series B Preferred Stock is entitled to one vote.
• · The affirmative vote of a majority of votes cast is required to approve each proposal.
• · Abstentions have the same effect as votes against; broker non-votes have no effect.
• · The board unanimously approved the proposals on September 21, 2026.
• · The amendments will be filed with the New York Secretary of State promptly after the meeting and become effective upon filing.

05-10-2026

Western Digital's fiscal 2026 proxy statement highlights strong performance in its first full year as an independent HDD-focused company, citing revenue growth, margin expansion, and accelerated free cash flow driven by AI-driven demand. The Board approved higher stock ownership thresholds effective July 2026 and appointed Manuvir Das to the Board in May 2026. However, the filing also details significant forward-looking risks, including customer concentration, supply chain disruptions, and competitive pressures.

• · Annual meeting to be held virtually on November 20, 2026, with online check-in starting at 7:45 a.m. Pacific Time and meeting beginning at 8:00 a.m. Pacific Time.
• · Record date for voting is September 22, 2026.
• · Three proposals: election of nine director nominees, advisory approval of named executive officer compensation, and ratification of KPMG LLP as independent auditor for fiscal 2027.
• · Higher stock ownership thresholds for Executive Leadership Team and Board approved effective July 2026.
• · Manuvir Das appointed to the Board in May 2026, bringing expertise in enterprise AI, data infrastructure, and cloud computing.
• · 2026 Annual Report on Form 10-K filed with the SEC on August 14, 2026.

05-10-2026

Endovia Health Sciences (SBEVW) filed a DEF 14A proxy statement for its 2026 Annual Meeting of Stockholders, to be held virtually on November 20, 2026. The meeting will include votes on six proposals: election of four directors, ratification of independent auditor Rose, Snyder & Jacobs LLP, a non-binding say-on-pay advisory vote, amendments to the 2025 Equity Incentive Plan to increase authorized shares and exchange outstanding options, approval of RSU grants to officers and directors, and an adjournment proposal. As of the October 2, 2026 record date, the company had 11,079,337 common shares outstanding and total voting power of 13,171,754 shares; a one-for-four reverse stock split took effect July 24, 2026.

• · The company is conducting a reverse stock split at a 1-for-4 ratio effective July 24, 2026.
• · The Series B Convertible Preferred Stock (87,999 shares) is not entitled to vote at the meeting.
• · The Annual Meeting is being held virtually due to the belief that it enables increased stockholder attendance from anywhere globally.
• · Proposal 4 includes exchanging certain outstanding stock options and adopting an Automatic Ownership Maintenance feature.
• · Proposal 5 requires NYSE American Company Guide Section 711 approval for grants of RSUs to officers and directors.
• · Technical support will be available for stockholders accessing the virtual meeting.
• · The company's fiscal year ends December 31, 2026.
• · Proxy materials were first made available on or about October 9, 2026, at least 40 calendar days before the meeting.

05-10-2026

Elevation Series Trust filed a definitive proxy statement (DEF 14A) for a Special Meeting of Shareholders of the Sovereign's Capital Flourish Fund (NYSE: SOVF) to be held on November 20, 2026. The meeting seeks shareholder approval for two proposals: (1) a new investment advisory agreement with Vident Asset Management, following the transfer of the Fund's public equities business from current adviser Sovereign's Capital Management to Vident, and (2) a 12b-1 distribution and shareholder servicing plan authorizing up to 0.25% of average daily net assets in fees, though the Fund does not currently intend to activate it. The Board unanimously recommends voting 'FOR' both proposals, and no changes to advisory fees or the Fund's investment objective are proposed.

• · The New Advisory Agreement will have an initial two-year term and be subject to annual renewal by the Board thereafter.
• · The Interim Advisory Agreement includes a ten-day termination notice right exercisable by the Board or shareholders and provisions for escrow of advisory fees earned during the interim period.
• · Rafael Zayas of Vident will no longer serve as a portfolio manager after the Transaction.
• · Shareholders of record as of October 1, 2026 are entitled to vote.
• · Proxy materials are available at https://proxyvotinginfo.com/p/SOVF2026.

05-10-2026

DynaResource, Inc. filed a definitive proxy statement (DEF 14A) for its 2026 Annual Meeting of Stockholders, to be held virtually on November 18, 2026. Key proposals include electing directors, ratifying Davidson & Company LLP as auditor, approving an amendment to the 2024 equity incentive plan, and amending the Certificate of Incorporation to double authorized capital stock from 60,001,000 to 120,001,000 shares and common stock from 40,000,000 to 100,000,000 shares. The filing is a routine governance document with no financial results or performance data disclosed.

• · The annual meeting will be held virtually on November 18, 2026, at 11:00 a.m. Central Time.
• · Record date for voting is October 2, 2026.
• · The Board unanimously recommends voting FOR all six proposals.
• · The amendment to the Certificate of Incorporation would increase authorized capital stock from 60,001,000 to 120,001,000 shares and common stock from 40,000,000 to 100,000,000 shares.
• · As of the record date, 36,815,725 shares of Common Stock, 1,734,992 shares of Series C Preferred, 760,000 shares of Series D Preferred, and 1,552,795 shares of Series E Preferred were outstanding.

05-10-2026

Strategy Inc (formerly MicroStrategy Incorporated) filed a DEF 14A proxy statement for a Special Meeting, seeking stockholder approval to amend and restate the Certificates of Designations for its 10.00% Series A Perpetual Strife Preferred Stock and related series, and to approve potential adjournments to solicit additional proxies if needed. The filing details the designation of 8,500,000 authorized shares of the Series A Perpetual Strife Preferred Stock, with amendments effective January 1, 2027, including provisions for deferred dividend payments, fundamental change repurchase rights, and expanded Business Day definitions. The Board recommends a vote 'FOR' Proposal 1 and Proposal 2, with no other matters expected at the Special Meeting.

• · Amendment and Restatement Effective Time is January 1, 2027 at 12:01 a.m. (Eastern).
• · Deferred Regular Dividend Payment Date is one Trading Day after the 60th calendar day after a Regular Dividend Payment Date if full dividends not paid.
• · Deferred Regular Record Date is the 15th calendar day preceding the Deferred Regular Dividend Payment Date.
• · The Company may expand the definition of 'Business Day' to accommodate potential dividend payments seven days a week.
• · Proposal 2 allows adjournment of the Special Meeting to solicit additional proxies even if sufficient votes against Proposal 1 have been received.
• · No material interests of directors or executive officers in Proposal 1 except beneficial ownership of Preferred and Common Stock.

05-10-2026

Flex Ltd. filed a DEF 14A proxy statement detailing a planned spin-off of a new entity (Spinco) and the acquisition of EPC Power Corporation. Pro forma financials show that on a continuing operations basis, Flex's net sales for FY2026 were $21,300M (adjusted), down from $21,014M in FY2025 and $23,171M in FY2024, indicating a decline in the core business. The company also announced the acquisition of EPC Power for a combined financing of $4.4B ($2.4B term loan and $2.0B convertible preferred), which will be retained by Spinco.

• · The spin-off is expected to be reflected as discontinued operations in Flex's financial statements starting FY2027.
• · The EPC Power acquisition is not expected to be a significant acquisition under Rule 3-05 of Regulation S-X.
• · General corporate overhead costs historically allocated to Spinco are excluded from discontinued operations presentation.
• · Flex's pro forma total liabilities as of June 26, 2026 were $15,466M, resulting in a debt-heavy capital structure with equity of only $928M.
• · The pro forma financials are based on preliminary estimates and may materially differ from actual results.

05-10-2026

Silexion Therapeutics Corp (SLXNW) is soliciting shareholder approval for two critical proposals at an extraordinary general meeting on October 19, 2026: an increase in authorized share capital by 500 million shares (from $2.15M to $69.65M) and a reverse share split (1-for-15 to 1-for-25). Both proposals are aimed at regaining and maintaining compliance with Nasdaq listing rules, as the company's share price has fallen below the $1.00 minimum bid price for 30 consecutive days, triggering potential delisting proceedings. The company also faces a depleted authorized share capital due to frequent financings and difficult market conditions, and needs the increase to fund Phase 2/3 trials for its SIL204 RNAi therapy and pursue business development.

• · The company effected a 1-for-10 reverse share split on May 28, 2026, which has not been sufficient to maintain compliance.
• · Silexion appeared before a Nasdaq hearings panel on September 24, 2026, and received a delisting notice on September 25, 2026.
• · The reverse split ratio will be determined by the Board based on market conditions just before the meeting, ranging from 1-for-15 to 1-for-25.
• · The authorized share capital increase will be adjusted downward proportionally if the reverse split is approved.
• · The record date for voting is September 29, 2026.
• · The company is incorporated in the Cayman Islands and headquartered in Ramat-Gan, Israel.

05-10-2026

NOVAGOLD RESOURCES INC filed a definitive proxy statement (DEFM14A) for a special meeting of shareholders to approve an Arrangement with Paulson & Co. Inc. Under the plan, Paulson will contribute its 40% stake in Donlin Gold LLC to New NOVAGOLD in exchange for shares, making Donlin Gold a wholly owned subsidiary. Post-arrangement, existing NOVAGOLD shareholders (including Paulson) will own approximately 65% of the combined entity, while Paulson and its affiliates will hold about 39.7% of the economic interest but with voting capped at 19.99%. The transaction is subject to shareholder approval and other conditions, with dissent rights available until October 30, 2026.

• · Dissent rights deadline: 5:00 p.m. Vancouver time on October 30, 2026.
• · Paulson's voting interest capped at 19.99% despite ~39.7% economic interest.
• · Paulson receives a 10% discount on the equity value of its contributed Donlin Gold stake.
• · New NOVAGOLD Board will have 11 directors; John Paulson and Thomas Kaplan as co-chairs.
• · Paulson can designate two board nominees if ownership >15%, one if between 10% and 15%.
• · Paulson has veto rights over certain major actions (e.g., acquisitions >10% of market cap, related party transactions >$120,000, incurring debt >$100M) while ownership >20%.
• · Registration statement must be filed within 60 days after Effective Date for Paulson's resale.
• · No consideration is received by existing NOVAGOLD shareholders in the Contribution Transaction.