TL;DR:
- SkyAI shareholders kept all five directors despite each receiving more withheld votes than support, because plurality rules prevented withheld votes from counting against nominees.
- Investors rejected the 2026 Equity Incentive Plan by 22.46 million votes to 5.05 million, blocking up to 5.145 million shares for future equity awards by management.
- Forward Industries continues pursuing SkyAI with a revised all-stock offer, leaving the existing board in control of the company’s response.
SkyAI shareholders kept all five directors in place at its annual meeting despite an opposition campaign, while rejecting its equity incentive plan. The SEC filing shows each director received far more withheld votes than support. The board survived because SkyAI uses plurality voting, where withheld votes do not count against a nominee. The outcome preserves the leadership even after the takeover battle with Forward Industries intensified shareholder scrutiny.
Shareholders Reject SkyAI’s Equity Incentive Plan
The five directors received between 6.9 million and 9.2 million votes in support, compared with 18.4 million to 20.7 million withheld votes. Even so, each nominee retained a seat under the company’s voting rules. The result highlights how a strong protest vote can fail to change board composition when plurality rules govern director elections. Forward Industries and Bastion Trading had urged shareholders to withhold support from all five nominees as part of a challenge to SkyAI’s governance.
Shareholders delivered a clearer rejection on compensation. SkyAI’s 2026 Equity Incentive Plan received 5,048,520 votes in favor and 22,464,708 against, with 51,479 abstentions. The proposal would have authorized 5 million new shares for equity awards, alongside 145,000 shares remaining under the prior plan. That vote blocks a compensation pool equal to as many as 5.145 million shares, limiting the board’s ability to issue new stock-based awards under the proposed framework. The dispute comes as Solana treasury companies face scrutiny over capital allocation and shareholder dilution.
The meeting also ratified PKF O’Connor Davies LLP as SkyAI’s independent auditor, while shareholders rejected a proposal to adjourn the meeting if additional proxies were needed. The mixed results leave SkyAI’s board intact but show shareholders were willing to push back decisively on specific management proposals. That tension matters as the company continues operating a Solana-focused treasury strategy and developing its agentic finance platform.
Forward Industries, meanwhile, continues pursuing SkyAI after submitting a revised all-stock acquisition proposal on September 15. The offer values each SkyAI share at 0.306 Forward shares, and Forward requested a response by September 25. The annual-meeting result does not resolve the takeover question, but it leaves the same board in control of SkyAI’s response. The backdrop remains active as Forward expands its own Solana treasury strategy and presses for consolidation in the sector.
