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Dominari Holdings Inc.

For the period ended Mar 4, 2026. Filed Feb 6, 2026.

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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.

Mar 4, 2026 · Filed Feb 6, 2026

DOMH$1.40-3.1%Stored close · as of Nov 6, 2026
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PROXY STATEMENT

FOR

SPECIAL MEETING OF STOCKHOLDERS

MARCH 4, 2026

Your proxy is solicited by our Board of Directors (the “Board”) for our Special Meeting of Stockholders (the “Special Meeting”), to be held on Wednesday, March 4, 2026, at 11:00 a.m. Eastern Time/8:00 a.m. Pacific Time. The Special Meeting will be a “virtual meeting” of stockholders, which will be conducted exclusively online via live audio webcast. The Company’s principal executive office is located at 725 5 th Avenue, 23 rd Floor, New York, New York 10022, and the telephone number is (212) 393-4540.

At the Special Meeting, you will be asked to consider and vote upon the following matters:

(1) To approve amendments to (1) Section 4(a) of the Dominari Holdings Inc. (f/k/a Akido Pharma, Inc.) 2022 Equity Incentive Plan (the “2022 Plan”) to (1) increase the number of shares of common stock reserved for issuance with respect to awards granted under the 2022 Plan by 10,000,000 shares of common stock from 11,720,750 shares of common stock to 21,720,750 shares of common stock and (2) Section 4(b) of the 2022 Plan to clarify the calculation of the annual increase in shares of common stock reserved for issuance under the 2022 Plan to provide that commencing on January 1, 2027 and continuing until January 1, 2032, the number of shares reserved for issuance under the 2022 Plan shall automatically increase each January 1 st, by a number of shares equal to the lesser of (i) 20% of the total number of shares of common stock issued and outstanding on the immediately preceding December 31 st and (ii) such smaller number of shares of common stock as determined by the board of directors (Proposal 1 — The 2022 Plan Amendment Proposal);

(2) To approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes to approve the foregoing proposal (Proposal 2 — The Adjournment Proposal); and

The Board unanimously recommends a vote “FOR” each of Proposal 1 and Proposal 2.

Pursuant to our Second Amended and Restated Bylaws, our Board has fixed the close of business on January 22, 2026 as the record date (the “Record Date”) for a determination of stockholders entitled to notice and to vote at the Special Meeting and any adjournment thereof. Holders of our common stock, Series D convertible preferred stock and Series D-1 convertible preferred stock are entitled to vote at the Special Meeting.

You will be able to attend the Special Meeting via live audio webcast by visiting Dominari’s virtual meeting website atwww.virtualshareholdermeeting.com/DOMH2026SM on Wednesday, March 4, 2026, at 11:00 a.m. Eastern Time/8:00 a.m. Pacific Time. Upon visiting the meeting website, you will be prompted to enter the 16-digit Control Number provided to you on the proxy card that accompanied your proxy materials. The unique Control Number allows us to identify you as a stockholder and will enable you to securely log on, vote and submit questions during the Special Meeting on the meeting website.

Further instructions on how to attend and participate in the Special Meeting via the Internet, including how to demonstrate proof of stock ownership, are available atwww.proxyvote.com.

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