SharonAI (SHAZ) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on August 27, 2026, with voting on four key proposals, including auditor ratification, director elections, an equity plan amendment, and approval of warrant exercises.

• The Board unanimously recommends voting in favor of all proposals and emphasizes the importance of shareholder participation.

• Shareholders of record as of July 2, 2026, are eligible to vote, with detailed instructions provided for mail, online, and in-meeting voting.

Voting matters and shareholder proposals

• Proposals include ratifying Hogan Taylor LLP as auditor, electing two Class I directors, amending the equity incentive plan, and approving the issuance of shares upon exercise of pre-funded warrants.

• Shareholder proposals for the 2027 meeting must be submitted by March 15, 2027, for inclusion in proxy materials.

• The Board recommends voting FOR all proposals.

Board of directors and corporate governance

• The Board consists of six members divided into three classes, with independent directors meeting Nasdaq standards.

• Standing committees include Audit and Risk Management, Compensation, and Corporate Governance and Nominating, all composed of independent directors.

• The Board separates the roles of Chair and CEO and encourages regular communication with shareholders.