AG真人官方

ProPhase Labs (PRPH) has called a 29 Aug 2025 special meeting to seek shareholder approval on six matters:

• Proposal 1 鈥� Adopt a 2025 Equity Compensation Plan, adding 3 million new employee incentive shares.
• Proposal 2 鈥� Adopt a 2025 Directors鈥� Equity Plan, adding 500 thousand director incentive shares.
• Proposal 3 鈥� Amend the certificate of incorporation to raise authorized common stock from 50 million to 1 billion shares, giving management flexibility to pursue a 鈥渃rypto-treasury鈥� strategy.
• Proposal 4 鈥� Non-binding approval of a share-repurchase program of up to $15 million.
• Proposal 5 鈥� Permit private issuances that could exceed 20 % of outstanding shares at below-market prices.
• Proposal 6 鈥� Routine by-law change to add the Uniondale, NY corporate address.

Record date is 1 Aug 2025; the board unanimously recommends voting FOR all items. No financial performance figures are included in this preliminary proxy.

InnSuites Hospitality Trust (IHT) has released its Fiscal 2025 Definitive Proxy Statement ahead of the 14 August 2025 Annual Meeting. Shareholders of record on 3 July 2025 will vote on four key proposals.

• Proposal 1 鈥� Election of Trustees: Two long-standing trustees, Chairman/CEO James F. Wirth (in place since 1998) and Audit-Committee Chair Leslie T. Kutasi (since 2013), are standing for re-election to three-year terms expiring in Fiscal 2028. The five-member board is staggered; three of the five trustees are classified as independent under NYSE American rules.
• Proposal 2 鈥� Auditor Ratification: The Audit Committee seeks shareholder ratification of BCRG Group as the independent registered public accounting firm for the year ending 31 Jan 2026. BCRG replaced BF Borgers in FY-2025 and billed IHT USD 190,500 in audit and tax fees, up 46% YoY.
• Proposal 3 鈥� Advisory 鈥淪ay-on-Pay鈥� Vote: Shareholders will cast a non-binding vote on FY-2025 executive pay packages. Total FY-2025 compensation for CEO Wirth was USD 126.7 k (flat YoY) while CFO Lange earned USD 112.3 k. Bonuses are tied to hotel Gross Operating Profit metrics; no options or new equity awards were issued.
• Proposal 4 鈥� Say-on-Pay Frequency: The board recommends a triennial advisory vote schedule (every three years).

Corporate governance highlights

• Board attendance was 100% across four meetings and all committee sessions in FY-2025; independent trustees meet annually in executive session.
• Chairman/CEO Wirth and his family entities control 71.3% of outstanding shares and 76.2% including partnership units, giving effective control but potentially limiting minority influence.
• The board operates three fully independent committees (Audit, Compensation, Governance/Nominating). Kutasi is designated the Audit Committee Financial Expert.
• No women currently serve on the board after two female departures in 2019; the Governance Committee has no formal diversity policy.

Compensation & capital allocation

• Executive cash salaries remain modest relative to industry norms; no pensions or perquisites are provided. FY-2025 bonuses totalled USD 10.2 k across executives, driven by hotel GOP out-performance.
• The trustee compensation model is equity-based only: non-employee trustees each received 6,000 restricted shares (USD 1.20/share grant price) vesting monthly.
• Share repurchase programme active since 2001; FY-2025 repurchases were 28,337 shares at an average USD 1.59, leaving authority for ~200 k additional shares.

Related-party & financing matters

• IHT maintains numerous related-party loans and guarantees, including a USD 2 m revolving line with Rare Earth Financial (controlled by the Wirth family) and cross-guarantees on USD 7.9 m Tucson and USD 1.2 m Albuquerque hotel mortgages.
• Total outstanding related-party payables under these facilities were USD 1.15 m at 31 Jan 2025.

Takeaways for investors: All proposals are routine, yet the concentration of ownership, recurring related-party transactions, rising audit fees and absence of board diversity merit attention. Ratification items require simple majority of votes cast; trustee election requires majority of shares present in person or by proxy. Proxies not marked will be voted FOR all management recommendations.

Centene Corporation (CNC) 鈥� Form 4 insider filing

Director Kenneth A. Burdick reported a modest open-market acquisition of 556 Centene common shares on 30 June 2025 (transaction code A). The shares were acquired at a stated price of $0.00, suggesting the issuance relates to compensation or dividend reinvestment rather than a cash purchase. Following the transaction, Burdick鈥檚 direct ownership increases to 367,052.924 shares. He also reports 86,498 indirect shares held through Burdick Family LLC, bringing his aggregated economic interest to roughly 453.6 thousand shares.

The filing also discloses an existing stock option for 10,000 shares with a strike price of $80.57, exercisable from 7 Feb 2025 and expiring 7 Feb 2032. No new derivative transactions were recorded.

While insider purchases are generally viewed as a confidence signal, the 556-share addition represents less than 0.2 % of Burdick鈥檚 current stake and is immaterial to Centene鈥檚 overall float. The transaction therefore carries limited fundamental impact but modestly reinforces management鈥搒hareholder alignment.