Aeluma Sets Jan. 15 Virtual Shareholder Meeting for Director, Auditor Votes

TL;DR

**ALMU's upcoming virtual shareholder meeting is a routine governance check, but pay attention to auditor re-appointment for financial health signals.**

AI Summary

Aeluma, Inc. (ALMU) has filed a DEF 14A preliminary proxy statement for its 2025 Annual General Meeting of Shareholders, scheduled for January 15, 2026, at 9:00 a.m. PST, to be held virtually. The company is seeking shareholder approval for two key proposals: the election of Class I directors for a 3-year term and the re-appointment of Rose, Snyder & Jacobs LLP as independent auditors for the fiscal year ending June 30, 2026. The Board of Directors unanimously recommends a 'FOR' vote on both proposals. As of the record date, November 21, 2025, there were 17,857,863 shares of common stock outstanding, each entitled to one vote. The company is utilizing the SEC's notice and access rules to provide proxy materials electronically, aiming for efficiency and reduced environmental impact. Shareholders can vote online, by phone, or by mail, with deadlines on January 14, 2026, for electronic votes and January 13, 2026, for mailed proxies.

Why It Matters

This DEF 14A filing outlines Aeluma's upcoming annual meeting, a crucial event for corporate governance and investor oversight. The re-election of Class I directors ensures leadership continuity, while the re-appointment of Rose, Snyder & Jacobs LLP as auditors for the year ending June 30, 2026, is vital for maintaining financial transparency and regulatory compliance. For investors, these proposals directly impact the company's strategic direction and financial integrity. The virtual meeting format, a growing trend, offers expanded access for shareholders globally, potentially increasing engagement compared to traditional in-person meetings, a competitive advantage in investor relations.

Risk Assessment

Risk Level: low — The filing is a preliminary proxy statement for routine annual meeting proposals: director elections and auditor re-appointment. There are no indications of contentious votes, significant changes in corporate structure, or financial distress. The Board of Directors unanimously recommends 'FOR' both proposals, suggesting a smooth process.

Analyst Insight

Investors should review the definitive proxy statement when available for detailed information on director nominees and auditor compensation. While the proposals appear routine, active shareholders should cast their votes by the January 14, 2026, deadline to ensure their voice is heard on governance matters.

Key Numbers

• January 15, 2026 — Date of 2025 Annual General Meeting (Meeting will be held virtually at 9:00 a.m. PST)
• November 21, 2025 — Record Date for voting eligibility (Shareholders of record on this date are entitled to vote)
• 17,857,863 — Shares of Common Stock outstanding (Number of votes entitled to be cast at the 2025 Annual Meeting)
• June 30, 2026 — Fiscal year end for auditor re-appointment (Rose, Snyder & Jacobs LLP proposed for this period)
• December 2, 2025 — Mailing date of Notice of Internet Availability of Proxy Materials (Shareholders received instructions on accessing proxy materials)
• 11:59 p.m. EST on January 14, 2026 — Deadline for Internet and telephone voting (Electronic votes must be received by this time)
• 3:00 p.m. on January 13, 2026 — Postmark deadline for mail voting (Proxy cards must be postmarked by this time to be counted)
• $0.0001 — Par value per share of Common Stock (Stated par value of Aeluma's common stock)

Key Players & Entities

• Aeluma, Inc. (company) — Registrant and issuer of common stock
• ALMU (company) — Ticker symbol for Aeluma, Inc.
• Rose, Snyder & Jacobs LLP (company) — Independent auditors for Aeluma, Inc.
• Jonathan Klamkin (person) — Chief Executive Officer and Director of Aeluma, Inc.
• U.S. Securities and Exchange Commission (regulator) — Regulatory body overseeing the filing
• Vstock Transfer (company) — Transfer agent for Aeluma, Inc.
• Broadridge Financial Solutions, Inc. (company) — Tabulator and certifier of votes for the 2025 Annual Meeting

FAQ

Industry Context

Aeluma, Inc. operates within a dynamic industry where timely shareholder engagement is crucial for corporate governance and strategic alignment. Companies in this sector often face scrutiny regarding transparency and shareholder rights, making proxy season a critical period for communication and decision-making. The increasing adoption of virtual meetings reflects a broader trend towards leveraging technology for greater accessibility and cost-efficiency in shareholder communications.

Regulatory Implications

The company's adherence to SEC regulations, such as the use of Notice and Access rules for proxy material distribution, is paramount. Failure to comply with these disclosure and procedural requirements could lead to regulatory scrutiny or shareholder challenges. The re-appointment of independent auditors also falls under regulatory oversight, ensuring the integrity of financial reporting.

What Investors Should Do

1. Vote your shares
2. Review proxy materials
3. Attend the virtual meeting (optional)

Key Dates

• 2026-01-15: 2025 Annual General Meeting of Shareholders — Shareholders will vote on the election of directors and the re-appointment of independent auditors.
• 2025-11-21: Record Date for voting eligibility — Establishes the shareholders entitled to vote at the 2025 Annual Meeting.
• 2025-12-02: Mailing of Notice of Internet Availability of Proxy Materials — Shareholders received instructions on how to access proxy materials electronically.
• 2026-01-14T23:59:00: Deadline for Internet and telephone voting — Ensures electronic votes are received in time for the meeting.
• 2026-01-13T15:00:00: Postmark deadline for mail voting — Ensures mailed proxies are received in time for the meeting.

Glossary

DEF 14A

A filing with the SEC that provides detailed information about a company's annual meeting of shareholders and the matters to be voted upon. (This document is the preliminary proxy statement for Aeluma, Inc.'s 2025 Annual General Meeting.)

Proxy Statement

A document that provides shareholders with information about the company's annual meeting, including proposals to be voted on, director nominees, and executive compensation. (This is the primary document soliciting shareholder votes for the 2025 Annual Meeting.)

Notice and Access

An SEC rule allowing companies to provide proxy materials to shareholders electronically via the internet, rather than mailing physical copies. (Aeluma, Inc. is using this method to distribute its proxy materials, aiming for efficiency and reduced environmental impact.)

Record Date

A specific date set by the company's board of directors to determine which shareholders are entitled to receive notice of and vote at a shareholders' meeting. (November 21, 2025, is the record date for Aeluma, Inc.'s 2025 Annual Meeting.)

Class I Directors

In a classified board structure, directors are divided into classes, with each class elected for a staggered term. Class I directors are up for election this year. (Shareholders are being asked to elect Class I directors for a 3-year term.)

Independent Auditors

An external accounting firm hired by a company to audit its financial statements and provide an independent opinion on their fairness and accuracy. (Shareholders are asked to approve the re-appointment of Rose, Snyder & Jacobs LLP as Aeluma's independent auditors.)

Par Value

A nominal value assigned to a share of stock by the company's charter, often a very small amount. (The par value of Aeluma's common stock is $0.0001 per share.)

Year-Over-Year Comparison

This DEF 14A filing for the 2025 Annual General Meeting focuses on routine corporate governance matters, including director elections and auditor ratification. Unlike filings that might detail significant financial performance changes or strategic shifts, this document primarily serves to facilitate shareholder participation in the annual meeting. Key dates and procedural information are provided to ensure shareholders can exercise their voting rights effectively for the January 15, 2026 meeting.

Key Financial Figures

• $0.0001 — Company’s common stock, par value $0.0001 per share (the “ Common Stock &rd

Filing Documents

• ea0267920-def14a_aeluma.htm (DEF 14A) — 1326KB
• image_001.jpg (GRAPHIC) — 5KB
• image_002.jpg (GRAPHIC) — 2KB
• 0001213900-25-117284.txt ( ) — 1337KB

From the Filing

DEF 14A 1 ea0267920-def14a_aeluma.htm PRELIMINARY PROXY STATEMENT 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 under § 240.14a-12 AELUMA, 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. AELUMA, INC. (a Delaware Corporation) NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS NOTICE IS HEREBY GIVEN THAT the annual general meeting of shareholders (the “ 2025 Annual Meeting ”) of Aeluma, Inc. (the “ Company ”) will be held on Thursday, January 15, 2026, at 9:00 a.m. PST , California local time. The 2025 Annual Meeting will be held in a virtual meeting format only, via live audio webcast. You will be able to attend and participate in the 2025 Annual Meeting online by visiting http://www.virtualshareholdermeeting.com/ALMU2025 able to listen to the meeting live, submit questions, and vote. You will need to have the control number included in the Notice of Internet Availability of Proxy Materials, on your voting instruction form, on your proxy card, or on the instructions that accompanied your proxy materials to join the 2025 Annual Meeting. As always, we encourage you to vote your shares prior to the 2025 Annual Meeting. We have elected to use the notice and access rules adopted by the U.S. Securities and Exchange Commission (“ SEC ”) to provide our shareholders access to our proxy materials and Periodic Reports (as hereinafter defined) by notifying them of the availability of our proxy materials and the Periodic Reports via the Internet. The notice and access model gives the Company a fast, efficient, and lower-cost way to furnish shareholders with their proxy materials and reduces our impact on the environment. As a result, on or about December 2, 2025, we mailed to our shareholders an “Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting To Be Held on Thursday, January 15, 2026” (the “ Notice ”) with instructions on how to access our proxy materials and the Periodic Reports to Shareholders via the Internet and how to vote online. On the date of mailing of the Notice, all shareholders may access our proxy materials on a website referred to, and at the URL address included in, the Notice and in our proxy statement. Our proxy materials are available free of charge. This proxy statement is furnished in connection with the solicitation of proxies by the Board of Directors (the “Board” ) of the Company for use at the 2025 Annual Meeting and at all adjournments and postponements thereof, which is being held to consider and vote upon the proposals noted below. Item Board Vote Recommendation 1. To elect the Class I directors named in this Proxy Statement to hold office for a 3-year term and until his respective successor is elected and duly qualified. “FOR” 2. To approve, ratify and confirm the re-appointment of Rose, Snyder & Jacobs LLP as the Company’s independent auditors for the year ending June 30, 2026, and to authorize the Board of Directors to fix their remuneration. “FOR” As of the date of this Notice of 2025 Annual Meeting of Shareholders, we have not received notice of any other matters that may be properly presented at the 2025 Annual Meeting. The Board of Directors of the Company has fixed the close of business on November 21, 2025, as the record date (the “ Record Date ”) for determining the shareholders entitled to receive notice of and to vote at the 2025 Annual Meeting or any adjournment thereof. Only holders of Common Stock of the Company on the Record Date are entitled to receive notice of and to vote at the 2025 Annual Meeting or any adjournment thereof. In addition to mailing the materials, shareholders may also obtain a copy of the proxy materials, including the Company’s Annual Report and Quarterly Report (as such terms are hereinafter defined), from the Company’s website at www.aeluma.com or by contacting us directly at: ir@aeluma.com. By Order of the Board of Directors, /s/ Jonathan Klamkin Jonathan Klamkin Chief Executive Officer and Director California, United States December 2, 2025 IT IS IMPORTANT THAT YOU VOTE, SIGN AND RETURN THE ACCOMPANYING PRO

View Full Filing

View this DEF 14A filing on SEC EDGAR