CEA Industries Inc. Common Stock 2026 Earnings Call

Good morning, welcome to the CEA Industries Inc. 2026 Special Meeting in Lieu of Annual Meetings of Stockholders. To start this meeting, I would like to introduce you to the Chair of the Board of Directors of CEA Industries Inc.

Good morning. I'm Carly Howard, Chair of the Board of Directors at CEA Industries Incorporated. Thank you for attending the CEA Industries 2026 Special Meeting in Lieu of Annual Meetings of Stockholders. Before the meeting begins, I would like to introduce you to the company's Chief Executive Officer, David Namdar, and our Chief Financial Officer, Brent Miller. The other board members who have joined the meeting are Alex Odagiu, Matthew Roszak, Anne Tierney, and Glenn W. Tyranski. I would also like to introduce Chad Sadler of Sadler, Gibb & Associates, LLC, the company's independent registered public accounting firm, and Diane Carmen, the company's Acting General Counsel, who will serve as the Secretary of this meeting. With introductions complete, I hereby call the 2026 Special Meeting of Stockholders to order. We will now proceed with the formal business of the meeting.

Stockholders who have logged in with a 16-digit control number may also submit written questions during the meeting by using the special meeting online portal. A link to the portal was provided to stockholders prior to the meeting. Before the vote, we will answer as many questions as possible, as long as the questions are pertinent to the special meeting matters. We may also paraphrase and group similar questions together. I have with me a list of the registered stockholders of record as of today, June 22nd, 2026, for the record date of this meeting. This list is certified by Continental Stock Transfer & Trust Company, the company's transfer agent and registrar. I also have an affidavit of distribution from Broadridge indicating that proxy materials were sent to each stockholder of record beginning on June 30, 2026. Richard L. Liza, a representative of Broadridge, has been appointed to act as Inspector of Election at this meeting.

The Inspector of Election has examined the proxies received and stockholders present at this meeting and reports that the holders of a majority of the shares of common stock outstanding on the record date are present by proxy or in person. Therefore, we have a quorum. As described in the proxy statement, there are six items submitted to stockholders for consideration at this meeting. Proposal one, the election of the six director nominees named in the proxy statement to serve for a term of one year. The director nominees are Carly E. Howard, that's myself, Alex Odagiu, Matthew Roszak, Anne Tierney, Glenn W. Tyranski, and Ling Zhang. Proposal two, ratification of the selection of Sadler, Gibb & Associates, LLC as the company's independent registered public accounting firm for the fiscal year ending April 30, 2027.

Proposal three, an advisory vote to approve the compensation of the company's named executive officers. Proposal four, approval of the CEA Industries' 2025 Equity Incentive Plan. Proposal five, approval of the CEA Industries' 2026 Equity Incentive Plan. Proposal six, approval of any adjournment of a special meeting, if necessary or appropriate, to permit solicitation of additional proxies to hold the meeting and approve the foregoing proposals. There are no other items properly submitted to be considered at the meeting, and the polls are now open for voting on the matters to be considered. All stockholders entitled to vote at this meeting who have logged in with their 16-digit control number have the ability to do so online.

If you are a stockholder entitled to vote and you've not yet voted, or if you want to change your previously cast vote, please do so via the online portal for this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again. I will now pause to allow for any questions germane to the matters to be voted upon at this meeting and to give stockholders an opportunity to submit their votes. If you have not voted but wish to do so, please vote by clicking on the vote here button on the web portal and following the instructions. Please submit any questions related to the proposals now. We will only address stockholder questions that have been entered via the online portal by validated stockholders. We will attempt to answer as many questions as time allows.

Out of consideration for others, please limit yourself to two questions. Also, please note that this meeting is being recorded. We'll now pause for 15 seconds to allow for questions and voting. There are no questions. Now that everyone has had the opportunity to vote, I declare that the polls are now closed on all matters, and the ballots will be counted. Based on the preliminary tabulations of the inspector of election, each of the directors were elected. The selection of Sadler, Gibb & Associates, LLC as the company's independent registered public accounting firm has been ratified. The compensation of the company's named executive officers has not been approved on an advisory basis. The CEA Industries' 2025 Equity Incentive Plan has not been approved.

The CEA Industries' 2026 Equity Incentive Plan has not been approved, and any adjournment of a special meeting, if necessary or appropriate, to permit solicitation of additional proxies to hold the meeting and approve the foregoing proposals has been approved. We will report final voting results on a Form 8-K within four business days from today. There is no other formal business to be addressed. Therefore, the 2026 Special Meeting in Lieu of Annual Meetings of Stockholders of CEA Industries Incorporated is hereby adjourned. Thank you for your attendance at today's meeting and for your continued support of CEA Industries.

Thank you. That will conclude today's meeting. We thank you for your participation.