SmartRent Inc
For the period ended May 14, 2024. Filed Apr 3, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 14, 2024 · Filed Apr 3, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
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| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
8665 E. Hartford Drive, Suite 200
Scottsdale, Arizona 85255
Notice of Annual Meeting of Stockholders
To Be Held On May 14, 2024, at 8:00 a.m. Arizona Time
To the Stockholders of SmartRent, Inc.:
On behalf of our board of directors, it is our pleasure to invite you to attend the 2024 annual meeting of stockholders of SmartRent, Inc., a Delaware corporation. The annual meeting will be held virtually, via live webcast atwww.virtualshareholdermeeting.com/SMRT2024, originating from Scottsdale, Arizona, on Tuesday, May 14, 2024, at 8:00 a.m. Arizona Time, for the following purposes, as more fully described in the accompanying proxy statement:
To elect two Class III directors to serve until our 2027 annual meeting of stockholders.
To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2024.
To approve the SmartRent, Inc. 2021 Equity Incentive Plan, as amended and restated, to increase the number of shares reserved for issuance thereunder.
To conduct any other business properly brought before the annual meeting.
You will be able to attend the annual meeting as well as vote and submit your questions during the live webcast of the annual meeting by visitingwww.virtualshareholdermeeting.com/SMRT2024 and entering the 16-digit control number included in your Notice of Internet Availability of Proxy Materials (the “Notice”), on your proxy card or in the instructions that accompanied your proxy materials. We expect to mail the Notice on or about April 3, 2024. The accompanying proxy statement and our annual report can be accessed directly at the following Internet address: www.proxyvote.com. You will be asked to enter the 16-digit control number located in your Notice, on your proxy card or in the instructions that accompanied your proxy materials.
The record date for the annual meeting is March 18, 2024. Only stockholders of record of our Class A common stock at the close of business on that date may vote at the annual meeting or any adjournment thereof.
A list of stockholders entitled to vote will be available for 10 days prior to the annual meeting at our headquarters, 8665 E. Hartford Drive, Suite 200, Scottsdale, Arizona 85255. If you would like to view the stockholder list, please contact our Investor Relations Department via email atinvestors@smartrent.com to schedule an appointment. In addition, a list of stockholders of record will be available during the annual meeting for inspection by stockholders of record for any legally valid purpose related to the annual meeting atwww.virtualshareholdermeeting.com/SMRT2024.
By Order of the Board of Directors
/s/ Lucas Haldeman
Lucas Haldeman
Chairman, Chief Executive Officer, and Founder
Scottsdale, Arizona
April 3, 2024
YOUR VOTE IS IMPORTANT. Whether or not you expect to attend the annual meeting, we urge you to vote and submit your proxy by following the voting procedures described in the proxy card. Even if you have voted by proxy, you may still vote during the annual meeting. Please note, however, that if your shares are held of record by a broker, bank, or other agent and you wish to vote during the annual meeting, you must follow the instructions from your broker, bank, or other agent.
TABLE OF CONTENTS
| Page | |
|---|---|
| Questions and Answers About these Proxy Materials, Voting and the Annual Meeting | 1 |
| Board of Directors and Corporate Governance | 10 |
| PROPOSAL 1: Election of Directors | 18 |
| PROPOSAL 2: Ratification of Appointment of Independent Registered Public Accounting Firm | 24 |
| Report of the Audit Committee | 25 |
| PROPOPSAL 3: Approval of the SmartRent, Inc. 2021 Equity Incentive Plan, as Amended and Restated, to Increase the Shares Reserved for Issuance Thereunder | 26 |
| Security Ownership of Certain Beneficial Owners and Management | 40 |
| Executive Officers | 42 |
| Executive Compensation | 43 |
| Transactions With Related Persons | 52 |
| Section 16(a) Beneficial Ownership Reporting Compliance | 53 |
| Other Matters | 54 |
| Appendix A | 55 |
SMARTRENT, INC.
PROXY STATEMENT
FOR THE 2024 ANNUAL MEETING OF STOCKHOLDERS
To Be Held On May 14, 2024, at 8:00 a.m. Arizona Time
In this proxy statement (this “Proxy Statement”), “SmartRent,” “we,” “us,” “our,” or the “Company,” as applicable, refers to SmartRent, Inc., a Delaware corporation, and, where appropriate, its subsidiaries. SmartRent’s 2024 annual meeting of stockholders (the “Annual Meeting”), will be held virtually, via live webcast, atwww.virtualshareholdermeeting.com/SMRT2024, originating from Scottsdale, Arizona, on Tuesday, May 14, 2024 at 8:00 a.m. Arizona Time. You are invited to attend the Annual Meeting if you are a stockholder as of the close of business on March 18, 2024, the record date for the Annual Meeting (the “Record Date”) or hold a valid proxy for the Annual Meeting. If you are a holder of our Class A common stock (our “Class A Common Stock”) as of the Record Date, we request that you vote on the proposals described in this Proxy Statement.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.