NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
To the Shareholders of Aevum Zenth Conglomerate:
The Annual Meeting of Shareholders of Aevum Zenth Conglomerate (the "Company") will be held on Tuesday, April 22, 2026, at 10:00 a.m. Eastern Time, at the Zenth Tower Grand Auditorium, Neo Geneva, Switzerland, and via secure live webcast.
Record Date for Voting Rights: February 15, 2026
Proxy Solicitation Date: March 15, 2026
Annual Meeting Date: April 22, 2026
Webcast URL: investor.aevumzenth.com/annual-meeting
The matters to be acted upon at the meeting are described in the accompanying Proxy Statement. Your Board of Directors urges you to submit your proxy as soon as possible, whether or not you plan to attend the meeting in person.
By order of the Board of Directors,
Eleanor Vance
Corporate Secretary
Aevum Zenth Conglomerate
PURPOSE OF MEETING & MATTERS TO BE ACTED UPON
At the Annual Meeting, shareholders will be asked to vote on the following proposals:
- Election of Directors: Elect the five director nominees named in this Proxy Statement to hold office until the 2027 Annual Meeting of Shareholders.
- Advisory Compensation Vote: Approve the compensation of the Company's named executive officers (NEOs) on an advisory basis (Say-on-Pay).
- Audit Committee Ratification: Ratify the appointment of Deloitte Touche Tohmatsu LLP as the Company's independent registered public accounting firm for fiscal year 2026.
- Shareholder Proposal: Consider and vote on the shareholder proposal regarding enhanced climate risk disclosure.
- Other Matters: Transact such other business as may properly come before the meeting or any adjournment thereof.
CORPORATE GOVERNANCE & BOARD STRUCTURE
The Board of Directors of Aevum Zenth Conglomerate is responsible for overseeing the Company's business affairs, strategy, and risk management. The Board is composed of independent directors who meet regularly with management and in executive session without management present.
Board Committees
All members of the Audit, Compensation, and Nominating & Corporate Governance committees are independent under NASDAQ and SEC standards. Committee members serve at the discretion of the Board and are subject to annual reappointment.
ELECTION OF DIRECTORS
The Board has nominated the following individuals for election as directors. Each nominee has consented to being named and to serving if elected. All nominees are expected to be available to serve.
| Name | Age | Since | Principal Occupation | Committee Assignments |
|---|---|---|---|---|
| Julian Thorne | 68 | 2018 | Former CEO, Meridian Global Holdings | Lead Independent Director |
| Dr. Priya Mehta | 54 | 2020 | Chair, Global Health Innovation Institute | Audit (Chair), Nominating & CG |
| Marcus Chen | 61 | 2019 | Former Managing Director, Pinnacle Capital | Compensation (Chair), Audit |
| Elena Rodriguez | 57 | 2021 | Former CFO, EuroTech Industries | Audit, Compensation |
| Dr. Aris Voss | 63 | 2022 | Former Director, European Space Agency | Nominating & CG (Chair) |
EXECUTIVE COMPENSATION
The following table summarizes compensation awarded to, earned by, or paid to our Named Executive Officers for fiscal years 2024 and 2025.
| Name & Principal Position | Year | Salary | Bonus | Stock Awards | Option Awards | Non-Equity Incentive | Non-QP Deferral Comp | All Other Comp | Total |
|---|---|---|---|---|---|---|---|---|---|
| Viktor Hale CEO & President |
2025 | $1,850,000 | $0 | $6,200,000 | $2,100,000 | $4,500,000 | $1,200,000 | $342,000 | $16,192,000 |
| 2024 | $1,750,000 | $0 | $5,800,000 | $1,900,000 | $3,800,000 | $1,100,000 | $310,000 | $14,660,000 | |
| Sarah Jin Chief Financial Officer |
2025 | $950,000 | $0 | $2,400,000 | $800,000 | $1,600,000 | $400,000 | $115,000 | $6,265,000 |
| 2024 | $900,000 | $0 | $2,100,000 | $700,000 | $1,300,000 | $350,000 | $98,000 | $5,448,000 | |
| TOTAL COMPENSATION (FY 2025) | $22,457,000 | ||||||||
Note: Equity awards vest over 4-year periods with performance and service conditions. All figures are reported in accordance with SEC Regulation S-K Item 402.
HOW TO VOTE & PROXY INSTRUCTIONS
Shareholders of record as of February 15, 2026, are entitled to vote. Each share entitles the holder to one vote per matter. You may vote in advance of the meeting or in person.
Internet
proxy.aevumzenth.com
Use control number on proxy card
Telephone
1-800-555-0192
Available 24/7, toll-free
Sign, date & return proxy card
Proxy Processing Center, NYC
In Person
Vote electronically at
Annual Meeting on April 22
Proxies submitted in advance may be revoked at any time prior to voting by delivering written notice to the Corporate Secretary, revoking a prior proxy, or attending and voting in person.
AUDIT & COMPLIANCE
The Audit Committee is solely responsible for the appointment, compensation, retention, and oversight of the work of the independent auditor. All audit and non-audit services provided by Deloitte Touche Tohmatsu LLP for FY 2025 were pre-approved by the Committee in accordance with Section 10A(i)(1) of the Securities Exchange Act of 1934.
Fees Paid to Independent Auditor (FY 2025):
- Audit Fees: $8,450,000
- Audit-Related Fees: $1,200,000
- Tax Fees: $340,000
- All Other Fees: $0