SmartRent Inc
For the period ended May 13, 2025. Filed Apr 1, 2025.
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May 13, 2025 · Filed Apr 1, 2025
Contents
APPENDIX A
| For the years ended December 31, | ||
|---|---|---|
| 2024 | 2023 | |
| (dollars in thousands) | ||
| Net loss | $ (33,643) | $ (34,587) |
| Interest income, net | (8,242) | (8,580) |
| Income tax expense (benefit) | 267 | (108) |
| Depreciation and amortization | 6,495 | 5,533 |
| EBITDA | (35,123) | (37,742) |
| Legal matter | 8,325 | - |
| Stock-based compensation | 10,766 | 13,271 |
| Impairment of investment in non-affiliate | 2,250 | - |
| Non-employee warrant expense | - | (193) |
| Non-recurring warranty provision | 291 | 1,746 |
| Compensation expense in connection with acquisitions | - | 2,010 |
| Other acquisition expenses | (725) | 651 |
| Other non-operating expenses | 4,334 | 1,070 |
| Adjusted EBITDA | $ (9,882) | $ (19,187) |
We define EBITDA as net income (loss) computed in accordance with GAAP before interest income, net, income tax expense (benefit) and depreciation and amortization.
We define Adjusted EBITDA as EBITDA before expenses related to non-recurring legal matters, stock-based compensation, impairment of investment in a non-affiliate, non-employee warrant expense, non-recurring warranty provisions, compensation expense in connection with acquisitions, other acquisition expenses, and other expenses caused by non-recurring, or unusual, events that are not indicative of our ongoing business.
SMARTRENT,INC.6811 E. MAYO BLVD., 4TH FLOOR PHOENIX, AZ 85054 SCAN TO VIEW MATERIALS & VOTE VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 P.M. ET on May 12, 2025. Have your proxy card in hand when you access the web site and follow the instructions to obtain your records and to create an electronic voting instruction form.During The Meeting - Go to www.virtualshareholdermeeting.com/SMRT2025 You may attend the meeting via the Internet and vote during the meeting. Have the information that is printed in the box marked by the arrow available and follow the instructions.VOTE BY PHONE - 1-800-690-6903 Use any touch-tone telephone to transmit your voting instructions. Vote by 11:59 P.M. ET on May 12, 2025. Have your proxy card in hand when you call and then follow the instructions.VOTE BY MAIL Mark, sign and date your proxy card and return it in the postage-paid envelope we have provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way,Edgewood, NY 11717.TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:V69540-P25323 KEEP THIS PORTION FOR YOUR RECORDS THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED.DETACH AND RETURN THIS PORTION ONLY SMARTRENT, INC.The Board of Directors recommends you vote FOR the following proposals:1.To elect two Class I Directors to serve until our 2028 annual meeting of stockholders Nominees:2.To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2025.NOTE: Such other business as may properly come before the meeting or any adjournment thereof.Please sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor,administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name by authorized officer.Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date
Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting:The Notice and Proxy Statement and Annual Report are available at www.proxyvote.com.SMARTRENT, INC Annual Meeting of Stockholders May 13, 2025 8:00 AM Arizona Time This proxy is solicited by the Board of Directors The stockholder(s) hereby appoint(s) Michael Shane Paladin and John Dorman, or either of them, as proxies, each with the power to appoint his substitute, and hereby authorize(s) them to represent and to vote, as designated on the reverse side of this ballot, all of the shares of Class A common stock of SmartRent, Inc. that the stockholder(s) is/are entitled to vote at the Annual Meeting of Stockholders to be held at 8:00 AM Arizona Time on May 13, 2025, held virtually at www.virtualshareholdermeeting.com/SMRT2025, and any adjournment or postponement thereof.This proxy, when properly executed, will be voted in the manner directed herein. If no such direction is made, this proxy will be voted in accordance with the Board of Directors' recommendations.Continued and to be signed on reverse side
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