AlTi Global Inc
For the period ended Jun 26, 2024. Filed May 10, 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.
Jun 26, 2024 · Filed May 10, 2024
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DEF 14A 1 edge20025073x1_def14a.htm DEF 14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF
THE SECURITIES ACT OF 1934
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☒ Definitive Proxy Statement
☐ Definitive Additional Materials
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Notice of 2024 AnnualMeeting of Stockholders
Annual Meeting of Stockholders
| | | | | |||
| Date & Time | | | Location | | | Record Date |
|---|---|---|---|---|---|---|
| Wednesday, June 26, 202410:00 a.m., ET | | | www.proxyvote.com | | | Wednesday, May 1, 2024 |
Voting Matters
At or before the 2024 Annual Meeting of Stockholders, we ask that you vote on the following items:
| Proposal | | | Board Recommendation | | | PageReference |
|---|---|---|---|---|---|---|
| Item 1Election of Directors | | | Vote FOR each director nominee | | | 39 |
| Item 2Approval of the Share Issuance Pursuant to Nasdaq Rule 5635(b) | | | Vote FOR | | | 40 |
| Item 3Approval of the Amendment to the Certificate of Incorporation | | | Vote FOR | | | 46 |
| Item 4Ratification of the Appointment of the Independent Registered Public Accounting Firm | | | Vote FOR | | | 48 |
To the Stockholders of AlTi Global, Inc.:
You are cordially invited to attend the 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of AlTi Global, Inc. to be held on June 26, 2024, at 10:00 a.m., Eastern Time. The Annual Meeting will be a completely virtual meeting of stockholders conducted via live audio webcast to enable our stockholders to participate from any location around the world that is convenient to them. You will be able to attend the Annual Meeting by registering atwww.virtualshareholdermeeting.com/ALTI2024 prior to the Annual Meeting.
The matters expected to be acted upon at the Annual Meeting are described in detail in the accompanying Notice of the 2024 Annual Meeting of Stockholders and proxy statement.
I would like to acknowledge the service of five directors who will not be continuing on the Board of Directors after the Annual Meeting. On behalf of myself, the management team and the Board of Directors, we would like to thank Craig Smith, Judy Lee, Nancy Curtin, Peter Yu and Spiros Maliagros for their service and dedication. While no longer serving on the Board of Directors after the Annual Meeting, Mr. Smith, Ms. Curtin and Mr. Maliagros will continue in their vital roles as part of our management team.
On or about May 10, 2024, we will begin mailing a Notice of Internet Availability of Proxy Materials to stockholders. As described more fully in that Notice, you may choose to access our proxy materials via the Internet, or you may request to receive paper copies of the proxy materials. This allows us to conserve natural resources and reduces the costs of printing and distributing the proxy materials, while providing our stockholders with access to the proxy materials in a fast and efficient manner. If you request proxy materials by mail, the Notice of the 2024 Annual Meeting of Stockholders, Proxy Statement and proxy card or voting instruction card, and Annual Report on Form 10-K will be sent to you.
You may cast your vote via the Internet, by telephone, or by completing and mailing a proxy card to ensure that your shares will be represented. Your vote by proxy will ensure your representation at the Annual Meeting regardless of whether or not you attend. Returning the proxy does not deprive you of your right to attend and vote your shares electronically at the Annual Meeting.
Thank you for your continued investment in AlTi Global, Inc.
Notice of 2024 Annual Meeting of Stockholders
To Our Stockholders:
NOTICE IS HEREBY GIVEN that the 2024 Annual Meeting of Stockholders (the “Annual Meeting”) of AlTi Global, Inc. (the “Company”) is to be held on June 26, 2024, at 10:00 a.m., Eastern Time. The Annual Meeting will be a completely virtual meeting of stockholders conducted via live audio webcast. You will be able to attend the Annual Meeting by registering atwww.virtualshareholdermeeting.com/ALTI2024 prior to the Annual Meeting.
We are holding the Annual Meeting for the following purposes, which are more fully described in the proxy statement (the “Proxy Statement”) accompanying this notice:
| No. | | | Proposal | | | Board Recommendation |
| 1. | | | To vote to elect as directors the six nominees named in the Proxy Statement for a term of office expiring at the 2025 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. | | | Vote FOR each nominee |
| 2. | | | To approve, for purposes of complying with Nasdaq Rule 5635(b), the issuance of shares of Class A Common Stock and Series A Preferred Stock to Allianz Strategic Investments S.à.r.l., including shares of Class A Common Stock issuable upon the conversion of the Series A Preferred Stock and the exercise of warrants to purchase Class A Common Stock. | | | Vote FOR |
| 3. | | | To approve an amendment to the Certificate of Incorporation of the Company to authorize a new class of common stock to be designated Class C Non-Voting Common Stock. | | | Vote FOR |
| 4. | | | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ended December 31, 2024. | | | Vote FOR |
| 5. | | | To consider any other business that is properly presented at the meeting and any adjournment or postponement thereof. | | |
You may vote if you were a record owner of our common stock at the close of business on May 1, 2024, which we refer to as the record date. The vote required to approve the proposals to be presented is set forth in each proposal brought for stockholders’ approval in the accompanying Proxy Statement.
Your vote is very important. Stockholders may vote their shares (i) at the virtual Annual Meeting, (ii) by telephone, (iii) via the Internet, or (iv) by completing and mailing a proxy card if you receive your proxy materials by mail. Specific instructions for voting by telephone or through the Internet (including voting deadlines) are included in the proxy card. For specific instructions on how to vote your shares, please refer to the instructions in the section
-i- titled “INFORMATION ABOUT OUR ANNUAL MEETING” of the Proxy Statement or on the proxy card. Whether or not you expect to attend the Annual Meeting, please vote at your earliest convenience by following the instructions in the proxy card you received in the mail.
By order of the Board of Directors,
New York, New York
Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on June 26, 2024.On or about May 10, 2024, we mailed a Notice of Internet Availability of Proxy Materials (the “Notice”) to all stockholders of record on May 1, 2024, containing instructions on how to access our Proxy Statement, Annual Report and voting instructions. The Notice also contains instructions on how you can (i) receive a paper copy of the proxy materials, if you only received the Notice by mail, or (ii) elect to receive your proxy materials over the Internet. We encourage you to access and review all of the information contained in the proxy materials before voting. Our Proxy Statement, Annual Report, and other materials are available at www.proxyvote.com.
-ii-
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.