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XMAX Inc.

NASDAQ:XMAX
Annual Meeting

of Shareholders

MEETING DATE

11/02/2026
DEF 14A FILED
10/05/2026
PUBLISHED
10/05/2026 11:00 am
TIME TO PUBLISH
10/07/2026
METHODOLOGY
approve
EXCHANGE NASDAQ:XMAX · CUSIP 66979P300 · CLASS common stock · CIK 0001473334

RECONCILED · MIXED

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

4
FOR
0
AGAINST
0
WITHHOLD
4
BALLOT ITEMS

ITEM-BY-ITEM RECOMMENDATIONS

1
To ratify certain transactions on March 9, 2026, March 30, 2026 and April 24, 2026 and related issuances of shares of common stock of the Company (the “March and April Issuances”) as described below (the “Ratification Proposal”)
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

Nasdaq notified the Company it was not in compliance with Listing Rule 5635(d) regarding the aggregated issuance.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
2
To approve, in compliance with Nasdaq Listing Rule 5635(d), the sale and issuance of more than 20% of the Company’s issued and outstanding common stock in a private placement offering at a price lower than the “Minimum Price” as defined in Nasdaq Listing Rule 5635(d) (the “Private Placement Issuance Proposal”)
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states the Company needs stockholder approval to issue stock in excess of 20% below Minimum Price.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
3
To approve, in compliance with Nasdaq Listing Rule 5635(d), the sale and issuance of more than 20% of the Company’s issued and outstanding common stock in a registered direct offering under an effective registration statement on Form S-3 (Registration Number 333-295406) at a price lower than the “Minimum Price” as defined in Nasdaq Listing Rule 5635(d) (the “Shelf Issuance Proposal”)
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states stockholder approval is needed to issue shares exceeding 20% below the Minimum Price.

Divergence: 0 Review status: Approved. Publication ledger and 8-K reconciliation pending.
4
To approve a proposal to grant discretionary authority to the Company’s Chairman of the Board of Directors to adjourn the Special Meeting for the purpose of soliciting additional proxies to approve Proposals 1, 2 and 3 (“Adjournment”)
other
Routine
For
Board FOR · Duopoly unknown — No divergence flagged

The filing states adjournment authority would be used to solicit additional proxies for Proposals 1, 2 and 3.

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

Ledger

f000f74b14fa69a3d1cb093a6b7763aab7dba9e21fdec0d5177dfc3665d1464c

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