NanoViricides Inc. (NNVC)

[loanranger]

Notice of Annual Meeting of Stockholders



To Be Held on Saturday, January 13, 2024



To Our Stockholders:



NOTICE IS HEREBY GIVEN, that the Annual Meeting of Stockholders (the “Annual Meeting”), of NanoViricides, Inc. (the “Company” or “NanoViricides”) will be held on Saturday, January 13, 2024, at 10:00 a.m., Eastern Daylight Time, at Hampton Inn & Suites Stamford, 26 Mill River Street, Stamford, CT 06902, for the following purposes:



1. To re-elect Anil Diwan as a Class I director for a two-year term expiring at the 2025 annual meeting of stockholders and until his successor is duly elected and qualified or until their earlier resignation or removal (Proposal 1);



2. To conduct an advisory vote on the compensation of the Company’s named Executive Officers (Proposal 2);



3. To approve an award of 10,204 shares of Series A Convertible Preferred Stock to Anil Diwan in connection with the extension of his employment as the Company’s President (Proposal 3);



4. To ratify the appointment of EisnerAmper, LLP, the Company’s independent registered accounting firm for the fiscal year ending June 30, 2024 (Proposal 4); and



5. To transact such other business as may properly come before the Annual Meeting, including to consider any procedural matters incident to the conduct of the Annual Meeting, such as the postponement of the Annual Meeting in order to solicit additional proxies to vote in favor of the matters presented at the Annual Meeting.


"The Company’s Board of Directors (the “Board of Directors”) has fixed the close of business on November 13, 2023, as the record date for the determination of holders of record of the Company’s common stock entitled to notice of, and to vote at, the Annual Meeting. A list of shareholders of record of the Company as of the record date will remain open for inspection during the Annual Meeting until the closing of the polls thereat."