Clipper Realty Inc.
For the period ended Jun 18, 2025. Filed Apr 30, 2025.
View on SEC.govAbout 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 18, 2025 · Filed Apr 30, 2025
CLPR$3.25-1.5%Stored close · as of Nov 6, 2026
Contents
PROXY STATEMENT
TABLE OF CONTENTS
| GENERAL | 6 |
|---|---|
| QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING | 6 |
| PROPOSAL NO. 1 ELECTION OF DIRECTORS | 12 |
| INFORMATION ABOUT THE BOARD | 15 |
| BOARD STRUCTURE AND LEADERSHIP | 15 |
| EXECUTIVE SESSIONS OF NON-MANAGEMENT DIRECTORS | 15 |
| DIRECTOR INDEPENDENCE | 16 |
| BOARD MEETINGS | 16 |
| BOARD COMMITTEES | 16 |
| AUDIT COMMITTEE REPORT | 19 |
| CORPORATE GOVERNANCE | 20 |
| GOVERNANCE DOCUMENTS | 20 |
| CODE OF BUSINESS CONDUCT AND ETHICS | 20 |
| ROLE OF THE BOARD IN RISK OVERSIGHT | 20 |
| COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION | 21 |
| COMMUNICATIONS WITH THE BOARD | 21 |
| NOMINATION PROCESS FOR DIRECTOR CANDIDATES | 22 |
| AUDIT COMMITTEE FINANCIAL EXPERIENCE | 23 |
| AUDIT COMMITTEE PRE-APPROVAL POLICY | 24 |
| PRINCIPAL ACCOUNTANT FEES AND SERVICES | 24 |
| BOARD ATTENDANCE AT ANNUAL MEETING OF STOCKHOLDERS | 24 |
| PROPOSAL NO. 2 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 25 |
| PROPOSAL NO. 3 APPROVAL OF 2025 OMNIBUS INCENTIVE COMPENSATION PLAN | 26 |
| PROPOSAL NO. 4 APPROVAL OF 2025 NON-EMPLOYEE DIRECTOR PLAN | 34 |
| EXECUTIVE OFFICERS | 39 |
| EXECUTIVE COMPENSATION | 40 |
| STOCK OWNERSHIP | 47 |
| PRINCIPAL STOCKHOLDERS | 47 |
| CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS | 50 |
| DELIVERY OF PROXY MATERIALS TO HOUSEHOLDS | 53 |
| STOCKHOLDER PROPOSALS | 54 |
| OTHER MATTERS | 54 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.