Research Frontiers (REFR) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 11, 2026, to elect one Class III director, ratify the auditor, hold advisory votes on executive compensation, and determine the frequency of future say-on-pay votes.

• Record date for voting is April 17, 2026, with 34,748,221 shares of common stock outstanding and entitled to vote.

• Proxy materials and annual report mailed to shareholders and available online.

Voting matters and shareholder proposals

• Shareholders will vote on: (1) election of Darryl Daigle as Class III director, (2) ratification of CohnReznick LLP as independent auditor for 2026, (3) advisory resolution on executive compensation, and (4) frequency of future advisory votes on executive compensation (Board recommends every three years).

• Board recommends voting FOR all proposals and for a triennial say-on-pay vote.

• Shareholder proposals and director nominations for 2027 must be received by December 31, 2026, following specific by-law procedures.

Board of directors and corporate governance

• Board consists of four directors divided into three classes with staggered three-year terms; majority are independent.

• Darryl Daigle is nominated for re-election as Class III director; other directors continuing in office include Joseph M. Harary, Eyal Peso, and Alexander Kaganowicz.

• Board committees: Audit, Compensation, and Nominating and Corporate Governance, all chaired by independent directors.

• Board emphasizes diversity of skills and backgrounds, with annual review of committee chairs.