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CHANGE AGENTS CORPORATION

NASDAQ:CHGA
Annual Meeting

of Shareholders

MEETING DATE

10/30/2026
DEF 14A FILED
09/29/2026
PUBLISHED
09/29/2026 12:37 pm
TIME TO PUBLISH
10/01/2026
METHODOLOGY
approve
EXCHANGE NASDAQ:CHGA· CUSIP 05344R302 · CLASS common stock · CIK 0001630212

RECONCILED · MIXED

Reconciled against the company’s Form 8-K Item 5.07 filed 2026-06-15.

17
FOR
0
AGAINST
0
WITHHOLD
17
BALLOT ITEMS

ITEM-BY-ITEM RECOMMENDATIONS

1
To approve the potential issuance, for the purposes of complying with Nasdaq Listing Rule 5635(d), of the Company’s common stock pursuant to that certain Equity Purchase Agreement, dated July 22, 2026 as amended by that certain First Amendment thereto dated August 21, 2026 and further amended by that certain Second Amendment dated September 9, 2026, by and between Company and Hudson Global Ventures, LLC
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval would allow sales above the Exchange Cap under the Equity Purchase Agreement.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 46,297 shares of the Company’s common stock issuable upon the exercise of a common stock purchase warrant issued to Hudson Global Ventures, LLC
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval avoids potential Rule 5635(d) aggregation issues and a $250,000 cash buyout obligation.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
3
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), any 20% Issuance made by the Company that is less than the Minimum Price and is within the Nasdaq parameters described in the proxy statement
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval could avoid limiting the Company’s ability to raise additional funds timely.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
4
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of the Company’s common stock issuable upon conversion of a promissory note, dated February 11, 2026, issued to Vanquish Funding Group, Inc.
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval removes the 19.99% conversion limitation on the February 11th Note.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
5
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of the Company’s common stock issuable upon the conversion of a promissory note, dated February 19, 2026, issued to Vanquish Funding Group, Inc.
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval removes the 19.99% conversion limitation on the February 19th Note.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
6
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 18,000 shares of the Company’s common stock pursuant to that certain Forbearance Letter Agreement, dated July 24, 2026, by and between Company and Agile Lending, LLC
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval avoids potential Rule 5635(d) aggregation issues for the Forbearance Shares.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
7
To approve an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to increase the number of authorized shares of common stock from 100,000,000 to 125,000,000
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states the increase would give greater flexibility for financing transactions and strategic activities.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
8
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 15,000 shares of our common stock pursuant to that certain consulting agreement dated as of July 1, 2026, by and between the Company and a consultant for certain advisory services
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval avoids potential Rule 5635(d) aggregation issues for the July 1st Consulting Shares.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
9
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 30,000 shares of our common stock pursuant to that certain consulting agreement dated as of July 1, 2026, as amended on July 30, 2026 by and between the Company and a consultant for certain advisory services
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval avoids potential Rule 5635(d) aggregation issues for the First July 30th Consulting Shares.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
10
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 37,500 shares of our common stock pursuant to that certain consulting agreement dated as of July 30, 2026, by and between the Company and a consultant for certain advisory services
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval avoids potential Rule 5635(d) aggregation issues for the Second July 30th Consulting Shares.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
11
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 10,000 shares of our common stock pursuant to that certain consulting agreement dated as of August 1, 2026, by and between the Company and a consultant for certain advisory services
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval avoids potential Rule 5635(d) aggregation issues for the August 1st Consulting Shares.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
12
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of a pre-funded warrant to purchase 50,000 shares of our common stock under that certain Note Purchase Agreement dated August 18, 2026 by and between the Company and the investors set forth therein
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states failure to approve could cause default and acceleration of the August 2026 OID Notes.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
13
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 15,000 shares of our common stock in respect of a "most favored nations" provision granted to noteholders in June 2026
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states failure to approve could result in default under June 2026 Notes and cross default.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
14
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of a pre-funded warrant to purchase 100,000 shares of our common stock under that certain Note Purchase Agreement dated September 8, 2026 by and between the Company and the investors set forth therein
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states failure to approve could cause default and acceleration of the September 2026 OID Notes.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
15
To approve, for the purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of a pre-funded warrant to purchase 84,000 shares of our common stock under those certain waivers dated each of September 10, 2026 and September 14, 2026 by and between the Company and the investors set forth therein
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states approval avoids a $200,000 cash redemption obligation under the Waiver Pre-Funded Warrants.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
16
To approve Amendment No. 1 to the Avalon GloboCare Corp. Stock Incentive Plan
compensation
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states the amendment increases shares available under the 2026 Plan to 500,000.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
17
To approve the adjournment of the Meeting, if necessary or advisable, to solicit additional proxies in favor of any of the foregoing proposals if there are not sufficient votes to approve any such proposals
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states adjournment may be used to solicit additional proxies if votes are insufficient.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.

Ledger

33af7d352f2463536d6ac8232b876e256175c61c1303d42c98a2c5cab9859245

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