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HEALTHY CHOICE WELLNESS CORP.

NYSEAMERICAN:HCWC
Annual Meeting

of Shareholders

MEETING DATE

08/27/2026
DEF 14A FILED
08/06/2026
PUBLISHED
08/06/2026 9:28 pm
TIME TO PUBLISH
08/08/2026
METHODOLOGY
approve
EXCHANGE NYSEAMERICAN:HCWC· CUSIP 42227T105 · CLASS HCWC Common Stock or HCWC Series A Convertible Preferred Stock · CIK 0001948864

RECONCILED · MIXED

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

5
FOR
2
AGAINST
0
WITHHOLD
7
BALLOT ITEMS

ITEM-BY-ITEM RECOMMENDATIONS

1
To approve, including for purposes of complying with NYSE American Rule 713, the issuance of shares of HCWC Common Stock pursuant to the Merger Agreement (including shares issuable upon exercise of any Pre-Funded Warrants issued as Merger Consideration)
other
Elevated
Against
Board FOR · Duopoly unknown — ⚠ Divergence flagged

Filing states the merger causes substantial dilution and directors and officers have merger-related interests.

Divergence: 1 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2
To approve an amendment to HCWC’s certificate of incorporation to authorize 2,000,000,000 shares of HCWC Common Stock
other
Elevated
Against
Board FOR · Duopoly unknown — ⚠ Divergence flagged

Filing states additional shares could be issued without further stockholder approval and could deter a change in control.

Divergence: 1 Review status: Approved. Publication ledger and 8-K reconciliation pending.
3
To approve an amendment to HCWC’s certificate of incorporation to change HCWC’s name to a name selected by Host Digital, in its sole discretion
other
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states the name change aligns the company with its expected line of business.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
4
To approve an amendment to HCWC’s certificate of incorporation to permit stockholders to act by written consent in lieu of a meeting
other
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states the amendment permits stockholders to adopt resolutions without the expense of a stockholders’ meeting.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
5
To approve an amendment to HCWC’s certificate of incorporation to effect a reverse stock split of HCWC Common Stock at a ratio of up to and including 1-for-100
other
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

Filing states the reverse stock split may be necessary to meet NYSE American initial listing requirements.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
6
To ratify the appointment of UHY LLP as HCWC’s independent registered public accounting firm for the year ending December 31, 2026
auditor
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

The audit committee concluded UHY has no commercial relationship with the company that would impair independence.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
7
To approve the adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies if there are insufficient votes for, or otherwise in connection with, the approval of the Stock Issuance Proposal, the Authorized Shares Proposal, the Name Change Proposal, the Written Consent Proposal, the Reverse Split Proposal or the Auditor Proposal
other
Elevated
For
Board FOR · Duopoly unknown — No divergence flagged

Proposal permits further solicitation and voting if there are insufficient votes on the other proposals.

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

Ledger

9919c4241ad313f1aa4cf70e9c25fac9f3c6188987dd5fa12546d9b80bb2664d

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