BEL FUSE INC /NJ
Shareholder Proposals
Item 5
G
Allow holders of Class A common stock to convert their shares one-for-one into Class B common stock at their option.
The proposal requests that the Board take steps, including any necessary charter or bylaw amendments and follow-on approvals, to permit voluntary, share-for-share conversions of Class A common stock into Class B common stock. Proponents argue the change would allow investors to choose enhanced economic rights (Class B’s higher dividend) versus voting rights, and could reduce the persistent trading discount between the two classes. The resolution asks the Board to design reasonable safeguards (for example caps or pro‑rata mechanisms) to prevent unintended capital-structure consequences. Implementation would require further Board action and potentially additional shareholder approvals and legal changes to the certificate/bylaws.