FOXO Technologies Files Definitive Proxy Statement

TL;DR

FOXO proxy statement filed. Get ready for shareholder votes.

AI Summary

FOXO Technologies Inc. filed its definitive proxy statement on November 15, 2024, for its fiscal year ending December 31, 2024. The company, formerly known as Delwinds Insurance Acquisition Corp. until May 18, 2020, is headquartered in Minneapolis, MN. This filing is related to the company's annual meeting and shareholder matters.

Why It Matters

This filing provides shareholders with crucial information regarding the company's governance, executive compensation, and proposals to be voted on at the upcoming shareholder meeting, impacting their investment decisions.

Risk Assessment

Risk Level: low — This is a routine proxy filing, not indicating any immediate financial distress or significant operational changes.

Key Players & Entities

• FOXO TECHNOLOGIES INC. (company) — Registrant
• Delwinds Insurance Acquisition Corp. (company) — Former Company Name
• November 15, 2024 (date) — Filing Date
• December 31, 2024 (date) — Fiscal Year End
• May 18, 2020 (date) — Date of Name Change

FAQ

Key Financial Figures

• $0.0001 — tanding Class A common stock, par value $0.0001 per share (the “ Class A Common S
• $5,000,000 — eby ClearThink agreed to purchase up to $5,000,000 of shares of our Class A Common Stock a
• $2,800,000 — the aggregate principal amount of up to $2,800,000 (each a “ Note ” or, togeth

Filing Documents

• formdef14a.htm (DEF 14A) — 455KB
• formdef14a_001.jpg (GRAPHIC) — 934KB
• proxy_001.jpg (GRAPHIC) — 764KB
• proxy_002.jpg (GRAPHIC) — 473KB
• 0001493152-24-046350.txt ( ) — 3446KB

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 9 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 10 PROPOSAL 1 – AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO EFFECT A REVERSE SPLIT 17 PROPOSAL 2 – APPROVAL OF THE ISSUANCE OF SHARES IN CONNECTION WITH THE SMITHLINE EXCHANGE AGREEMENT IN ACCORDANCE WITH SECTIONS 713(A) AND 713(B) OF THE NYSE AMERICAN COMPANY GUIDE 24 PROPOSAL 3 – APPROVAL OF THE ISSUANCE OF SHARES IN CONNECTION WITH THE CLEARTHINK STRATA PURCHASE AGREEMENT IN ACCORDANCE WITH SECTIONS 713(A) AND 713(B) OF THE NYSE AMERICAN COMPANY GUIDE 27 PROPOSAL 4 – APPROVAL OF THE ISSUANCE OF SHARES IN CONNECTION WITH THE SENIOR NOTE EXCHANGE IN ACCORDANCE WITH SECTIONS 713(A) AND 713(B) OF THE NYSE AMERICAN COMPANY GUIDE 32 PROPOSAL 5 – APPROVAL OF ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING TO A LATER DATE OR DATES TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO APPROVE EACH OF THE PROPOSALS IN THIS PROXY STATEMENT 34 OTHER BUSINESS 35 STOCKHOLDER PROPOSALS 35 HOUSEHOLDING INFORMATION 35 WHERE YOU CAN FIND MORE INFORMATION 36 APPENDIX A 37 i PROXY FOR 2024 SPECIAL MEETING OF STOCKHOLDERS NOVEMBER 15, 2024 Your proxy is solicited by the board of directors of FOXO Technologies Inc. (the “ Company ,” “ FOXO ”, “ our ,” “ we ” or “ us ”) for our 2024 Special Meeting of Stockholders (the “ Special Meeting ”), to be held November 29, 2024, at 9:30 a.m., Central Time. Our Special Meeting will be a “virtual meeting” of stockholders, which will be conducted exclusively online via live audio webcast. The Company’s principal executive office is located at 729 N. Washington Ave., Suite 600, Minneapolis MN 55401, and the telephone number is (612) 800-0059. At the Special Meeting, you will be asked to consider and vote upon the following matter

View Full Filing

View this DEF 14A filing on SEC EDGAR