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Binah Capital Group, Inc.

For the period ended Jun 12, 2026. Filed Apr 30, 2026.

View on SEC.gov

About this filing

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.

Jun 12, 2026 · Filed Apr 30, 2026

BCG$1.11+0.9%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits
Contents

PROXY STATEMENT SUMMARY iii

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PROXY STATEMENT SUMMARY

2026 ANNUAL MEETING OF STOCKHOLDERS

​Date and Time:​​June 12, 2026 at 10:00 a.m., Eastern Time​
​Place:​​Virtually at https://www.virtualshareholdermeeting.com/BCG2026​
​Record Date:​​April 24, 2026​

Voting Overview

​​​Proposal Description​​Board Vote Recommendation​​Page Number with More Information​
Proposal 1​​Election of one (1) Class II Director (Item No. 1 on the Proxy Card)​​“FOR” all nominees​​9​
Proposal 2:​​Advisory (Non-Binding) Vote on Named Executive Compensation (Say-on-Pay) (Item No. 2 on the Proxy Card)​​“FOR”​​17​
Proposal 3:​​Advisory (Non-Binding) Vote on the Frequency of Future Advisory Votes on Executive Compensation (Say-on-Frequency) (Item No. 3 on the Proxy Card)​​“Every One (1) Year”​​18​
Proposal 4​​Ratification of the appointment of FGMK, LLC as our independent registered public accounting firm for the fiscal year ending December 31, 2026 (Item No. 4 on the Proxy Card)​​“FOR”​​19​
Proposal 5:​​Amendment to the Company’s 2024 Equity Incentive Plan Increasing the shares of Common Stock available for issuance by 2,650,000 Shares​​“FOR”​​23​

Board Nominee:

Name​​Age​​Current Position​​Class​​Director Since​​Term Expires*​
Daniel Hynes​​57​​Chairman, Compensation Committee; Audit Committee Member, Nominating & Corporate Governance Committee Member; Independent Director​​II​​2024​​2025 annual meeting of stockholders​

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If elected as a Class II director at the 2026 Annual Meeting, Mr. Hynes’ term will expire at the 2029 annual meeting of stockholders.

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How to Vote:

VOTE BY INTERNET

Before The Meeting — Go towww.proxyvote.com

Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 p.m. Eastern Time the day before the cut-off date or meeting date. 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 towww.virtualshareholdermeeting.com/BCG2026

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.

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VOTE BY PHONE —1-800-690-6903

Use any touch-tone telephone to transmit your voting instructions up until 11:59 p.m. Eastern Time the day before the cut-off date or meeting date. 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.

This Proxy Statement Summary contains highlights of certain information in this Proxy Statement. Because it is only a summary, it does not contain all of the information that you should consider before voting. Please review the complete Proxy Statement and our Annual Report for additional information.

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ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.