Sow Good (SOWG) Proxy filing summary

Executive summary

• Special Meeting called to vote on amending the Certificate of Incorporation to allow stockholders to act by written consent for significant corporate actions.

• Board unanimously determined the Charter Amendment is advisable and in the best interests of shareholders.

• The amendment aligns with ongoing corporate governance review and facilitates timely shareholder action.

• The proposal requires approval by at least 66-2/3% of outstanding voting shares.

• Forward-looking statements caution that actual results may differ due to various risks and uncertainties.

Voting matters and shareholder proposals

• Only Proposal 1, the Charter Amendment, is scheduled for a vote at the Special Meeting.

• Board recommends voting "FOR" the Charter Amendment.

• Shareholders may submit proposals for future annual meetings, subject to SEC rules and company bylaws.

• Shareholder proposals for the 2026 Annual Meeting must comply with Rule 14a-8 and be submitted by the disclosed deadline.

Board of directors and corporate governance

• Board has reviewed and approved the Charter Amendment as part of ongoing governance improvements.

• Board members and officers are listed, with beneficial ownership disclosed.