Phunware, Inc. filed a definitive proxy statement on November 2, 2026, calling its 2026 Annual Meeting of Stockholders for December 17, 2026, at which a contested Class II director election pits the Board's nominee Elliot Han against a candidate put forward by Goldenwise Capital Group Limited and its affiliates.

Key Highlights

  • Annual Meeting date: December 17, 2026, at 11:00 a.m. Eastern Time, held as a completely virtual meeting via live webcast.
  • Record date: October 19, 2026 determines which common stockholders are entitled to notice and to vote.
  • Contested director seat: The Board's nominee Elliot Han, who also serves as Chairperson of the Board, faces a rival nominee put forward by Goldenwise, led by Richard Ding, founder and controlling member of Goldenwise Capital Group Limited.
  • Board recommendation: The Board unanimously recommends a vote "FOR" Elliot Han on the enclosed WHITE proxy card, and urges stockholders to discard any gold proxy card from Goldenwise.
  • Auditor ratification: Stockholders will vote on ratifying CBIZ CPAs P.C. as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
  • Executive compensation votes: The meeting agenda includes a non-binding advisory vote on named executive officer compensation and a frequency preference vote for future such advisory votes.
  • Proxy solicitor: Alliance Advisors, LLC, located at 150 Clove Road, Suite 400, Little Falls, NJ 07424, is assisting the company with proxy solicitation.

Phunware's 2026 Stockholder Vote Features a Disputed Board Seat and Four Formal Proposals

According to the filing, Phunware, Inc. (NASDAQ:PHUN), a Delaware corporation headquartered at 1002 West Avenue, Austin, Texas 78701, is soliciting stockholder votes ahead of its 2026 Annual Meeting. The company is known for its mobile platform and enterprise software offerings. The proxy statement was signed by Chief Executive Officer Dmitry Kroshka and Chairperson of the Board Elliot Han, and the filing confirms that no filing fee was required.

The filing discloses that Richard Ding, described as the "founder and controlling member of Goldenwise Capital Group Limited," which serves as investment manager of GoldenFuture Capital Investment Ltd., formally nominated a candidate to contest the single Class II director seat up for election. The Class II seat carries a three-year term expiring at the annual meeting to be held in 2029. The Board does not endorse the Goldenwise nominee and states it "unanimously recommends" a vote "FOR" Elliot Han. Stockholders who previously submitted a gold proxy card from Goldenwise are advised by the company that they retain the right to revoke that proxy by submitting the WHITE proxy card before the vote is exercised.

The filing also notes that stockholders wishing to participate in the virtual meeting must register in advance no later than 11:00 a.m. Eastern Time on December 16, 2026. Upon registration, a confirmation email with access instructions will be provided. The company further states that it "cannot be certain what materials you will receive from Goldenwise, if any," because Goldenwise selects which stockholders receive its solicitation materials, and that "the Company is not responsible for the accuracy of any information provided by, or relating to, Goldenwise or the Goldenwise Nominee" in any materials Goldenwise disseminates.

What Was Disclosed

Phunware filed a definitive proxy statement for its December 17, 2026 virtual Annual Meeting, disclosing four voting proposals, a contested Class II director election between board nominee Elliot Han and a Goldenwise-backed candidate, and the record date of October 19, 2026.