Local Bounti Corporation/DE

DEF 14A 1 ny20081219x2_def14a.htm DEF 14A

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

Check the appropriate box:

Local Bounti Corporation

(Name of Registrant as Specified In Its Charter)

N/A

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

490 Foley Lane, Hamilton, MT 59840

Notice of Special Meeting of Stockholders

To Be Held on November 4, 2026

You are cordially invited to attend a special meeting of stockholders (the “Special Meeting”) of Local Bounti Corporation (“Local Bounti,” the “Company,” “we,” “us,” or “our”) to be held on November 4, 2026, at 9 a.m. Mountain Time. At the Special Meeting, stockholders will be asked to consider and vote only on the following items:

You can find more information about each of these items in the proxy statement accompanying this Notice of Special Meeting of Stockholders. The record date for the Special Meeting is September 18, 2026. Only stockholders of record at the close of business on that date may vote at the meeting or any postponement or adjournment of the meeting. Under the Delaware General Corporation Law and the Company’s amended and restated bylaws, no other business may be transacted at the Special Meeting. These materials are first being delivered to stockholders on or about September 21, 2026.

The Company’s Board of Directors unanimously recommends that you vote “FOR” the items described in the accompanying proxy statement.

Under the rules of the Securities and Exchange Commission, we have elected to provide access to our proxy materials by notifying you of the availability of our proxy materials on the internet. On or about September 21, 2026, we will begin mailing the Notice of Internet Availability of Proxy Materials (the “Notice”) to our stockholders of record and beneficial owners as of the record date. The Notice contains instructions on how to access proxy materials and how to vote. The Notice also contains instructions on how to request a paper copy of the proxy materials. This Notice of Special Meeting of Stockholders and the proxy statement are available on our website at localbounti.com and proxyvote.com.

The Special Meeting will be conducted exclusively via live audiocast at virtualshareholdermeeting.com/LOCL2026SM. There will not be a physical location for our Special Meeting, and you will not be able to attend the meeting in person.

You are cordially invited to attend the Special Meeting via live audiocast. Whether or not you expect to virtually attend the Special Meeting, please vote on the matters to be considered as promptly as possible to ensure your representation at the Special Meeting. You may vote via the internet, by telephone, or by returning the enclosed proxy card. Even if you have voted by proxy, you may still vote via live audiocast if you virtually attend the Special Meeting by going to virtualshareholdermeeting.com/LOCL2026SM and logging in using the 16-digit control number found on your proxy card or voting instruction form. Once you are admitted as a stockholder to the Special Meeting, you may vote and ask questions by following the instructions available on the meeting website. Please note, however, that if your shares are held of record by a broker, bank, or other nominee and you wish to vote at the meeting, you must obtain a proxy issued in your name from that record holder. Your proxy is revocable in accordance with the procedures set forth in the proxy statement.

You are encouraged to log in to this website before the Special Meeting begins. Online check-in will be available approximately 15 minutes before the meeting starts. If you encounter any difficulties accessing or participating in the meeting through the meeting website, please call the support team at the number listed on the website log-in screen.

By order of the Board of Directors

Margaret McCandless

Corporate Secretary

Hamilton, Montana

September 21, 2026

• Your vote is important, so please act today! *

Important Notice regarding the Availability of Proxy Materials

for the Special Meeting of Stockholders of Local Bounti Corporation To Be Held on November 4, 2026

Whether or not you plan to attend the Special Meeting, we encourage you to vote and submit your proxy via the internet, telephone, or mail. For additional instructions on voting by the internet or telephone, please refer to your proxy card. To vote and submit your proxy by mail, please complete, sign, and date the enclosed proxy card and return it in the enclosed envelope. If you attend the Special Meeting, you may revoke your proxy and vote virtually. If you hold your shares through an account with a brokerage firm, bank, or other nominee, please follow the instructions you receive from your account manager to vote your shares.

Table of Contents