Bridgeline Digital (BLIN) Proxy filing summary

Executive summary

• The annual meeting is scheduled for September 17, 2026, with proxy materials primarily distributed electronically to conserve resources and reduce costs.

• Shareholders will vote on director election, executive compensation (say-on-pay), and auditor ratification.

• The company emphasizes its AI-powered marketing technology and recent product enhancements, with HawkSearch ranked #1 in B2B Search by Gartner for the second consecutive year.

Voting matters and shareholder proposals

• Election of Brandon Ross as Class III director for a three-year term expiring at the 2029 annual meeting.

• Advisory vote to approve executive compensation, with prior say-on-pay support at 96%.

• Ratification of PKF O'Connor Davies, LLP as independent auditor for fiscal year ending September 30, 2026.

• Other matters may be addressed if properly brought before the meeting.

Board of directors and corporate governance

• Board consists of five directors, with a majority being independent as defined by Nasdaq.

• Chairperson and CEO roles are separated; Joni Kahn serves as independent Chair.

• Committees include Audit, Compensation, and Nominating and Corporate Governance, all with written charters and independent members.

• Board and committees met regularly in fiscal 2025, with full attendance.