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CISO Global, Inc.

For the period ended Oct 7, 2026. Filed Oct 7, 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.

Oct 7, 2026 · Filed Oct 7, 2026

CISO$0.18+12.1%Stored close · as of Nov 6, 2026
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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 (Amendment No. __)

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material Pursuant to §240.14a-12

CISO Global, Inc.

(Name of Registrant as Specified in its Charter)

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

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

☒No fee required
☐Fee paid previously with preliminary materials
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

To Be Held on November 19, 2026

The Annual Meeting of Stockholders of CISO Global, Inc., a Delaware corporation, will be held at 1:00 p.m., local time, on Thursday, November 19, 2026, at 6900 E. Camelback Road, Suite 900, Scottsdale, Arizona, 85251 (the “Annual Meeting”).

The Annual Meeting will be held for the following purposes:

  1. To elect directors to serve until our next annual meeting of stockholders and until their successors are elected and qualified (the “Election of Directors”);

  2. To ratify the appointment of Semple, Marchal & Cooper, LLP, an independent registered public accounting firm, as the independent registered public accountant of our company for the fiscal year ending December 31, 2026 (the “Auditor Ratification Proposal”);

  3. To approve an amendment to our amended and restated certificate of incorporation, as amended (the “Charter”), to effect a reverse stock split of the outstanding shares of our common stock, by a ratio of not less than 1-for-2 shares and not more than 1-for-50 shares, with the exact ratio to be set at a whole number within this range by our Board of Directors in its sole discretion (the “Reverse Stock Split Proposal”);

  4. To approve an adjournment of the Annual Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event there are not sufficient votes to establish a quorum or in favor of the Reverse Stock Split Proposal (the “Adjournment Proposal”); and

  5. To transact such other business as may properly come before the meeting or any adjournment or postponement thereof.

These items of business are more fully described in the proxy statement accompanying this notice.

Only stockholders of record at the close of business on October 1, 2026 are entitled to notice of and to vote at the meeting or any adjournment or postponement thereof.

All stockholders are cordially invited to attend the meeting and vote in person. To assure your representation at the meeting, however, you are urged to vote by proxy as soon as possible over the Internet, by e-mail, by facsimile, or by mail by following the instructions on the proxy card. You may vote in person at the meeting even if you have previously given your proxy.

Sincerely,

/s/ Debra L. Smith

Debra L. Smith

Secretary

Scottsdale, Arizona

October 7, 2026

TABLE OF CONTENTS

VOTING AND OTHER MATTERS1
PROPOSAL ONE – ELECTION OF DIRECTORS4
EXECUTIVE OFFICERS6
CORPORATE GOVERNANCE7
AUDIT COMMITTEE REPORT11
EXECUTIVE COMPENSATION12
EQUITY COMPENSATION PLAN INFORMATION21
SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE22
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT23
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS24
PROPOSAL TWO – RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANT25
PROPOSAL THREE – APPROVAL OF AMENDMENT TO THE CHARTER TO EFFECT A REVERSE STOCK SPLIT26
PROPOSAL FOUR – APPROVAL OF ADJOURNMENT OF THE ANNUAL MEETING34
DEADLINES FOR RECEIPT OF STOCKHOLDER PROPOSALS35
HOUSEHOLDING OF PROXY MATERIALS35
OTHER MATTERS35
ANNEX A – CERTIFICATE OF AMENDMENTA-1

i

6900 E. Camelback Road, Suite 900

Scottsdale, Arizona 85251

PROXY STATEMENT

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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.