PHUN · Phunware filed its definitive proxy statement for the 2026 Annual…

Phunware filed its definitive proxy statement for the 2026 Annual Meeting, which is a contested election for one Class II director seat. The board recommends voting FOR incumbent nominee Elliot Han, while activist Goldenwise Capital (9.1% holder) has nominated an opposing candidate. The company also seeks ratification of auditor CBIZ, an advisory say-on-pay vote, and a non-binding vote on the frequency of future say-on-pay votes (board recommends every three years). The filing discloses executive compensation for 2025, including total pay of $307,417 for interim CEO Jeremy Krol and $320,292 for Chief Legal Officer Chris Olive, against a backdrop of a net loss of $11.4 million for the year.

• Goldenwise Capital Group, a 9.1% shareholder, has nominated an opposing candidate for the Class II director seat, creating a contested election.
• The board unanimously recommends voting FOR incumbent nominee Elliot Han and against the Goldenwise nominee.
• A second would-be nominator, Yue Yin, failed to comply with bylaw advance notice requirements and his nominee will not appear on the ballot.
• The company reported a net loss of $11.4 million for fiscal 2025, with total shareholder return of $4.79 on a $100 initial investment.