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Milestone Scientific (MLSS) DEF 14A Filings

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Here are the DEF 14A proxy statements from Milestone Scientific, Inc. (MLSS) in our archive over the last 12 months, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow MLSS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full MLSS filings page.

Rhea-AI Summary

Milestone Scientific is asking stockholders to approve several governance and capital structure changes at its virtual annual meeting on July 27, 2026. Stockholders will vote on electing five directors, an advisory say‑on‑pay resolution, and ratifying Grassi & Co. as auditor for 2026.

A key proposal would amend the certificate of incorporation to raise authorized common shares from 125,000,000 to 135,000,000, compared with 88,449,412 shares outstanding as of May 28, 2026. Another proposal would expand the 2020 Equity Incentive Plan from 11,500,000 to 28,750,000 shares and support a new performance‑based RSU sub‑plan that allocates up to 17,234,635 shares, including 11,202,513 PRSUs granted to three senior officers.

The proxy details 2025 executive pay, including total compensation of $795,019 for CEO Eric Hines and $723,796 for Senior VP Jason Papes, largely driven by option awards. It also shows a 2025 net loss of $5,722,216 and 2025 total shareholder return of 28.72 on a $100 base, alongside related‑party items such as $800,000 of 2025 convertible bridge notes purchased by directors.

Rhea-AI Summary

Milestone Scientific Inc. (MLSS) filed its definitive proxy for the virtual annual meeting on December 18, 2025. Stockholders will vote on three proposals: elect six directors; amend the Restated Certificate of Incorporation to increase authorized common stock from 100,000,000 to 125,000,000; and ratify CBIZ CPAs P.C. as independent auditors for the year ending December 31, 2025.

For the amendment to increase authorized shares, approval requires a majority of the Company’s outstanding common stock. As of the record date, November 4, 2025, there were 78,628,913 shares outstanding, each entitled to one vote. The filing notes the Board’s view that additional authorized shares would provide flexibility for financings, equity awards and strategic transactions, while also acknowledging potential dilution from future issuances.

The Board recommends voting “FOR” all proposals. The proxy also details governance practices, director independence, executive and director compensation highlights, and related‑party items, including an aggregate $800,000 convertible notes financing with three directors dated April 9, 2025, and the CEO’s signing grant of options for 2,000,000 shares at an exercise price of $0.50.