DEFA14A 1 cns_defa14a.htm DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )
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Filed by a Party other than the Registrant ☐

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☐	Preliminary Proxy Statement
☐	Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)
☐	Definitive Proxy Statement
☒	Definitive Additional Materials
☐	Soliciting Material Pursuant to §240.14a-12
CNS Pharmaceuticals, Inc. (Name of Registrant as Specified in its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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CNS Pharmaceuticals, Inc. • 2026 Annual Meeting CNS PHARMACEUTICALS, INC. 2026 ANNUAL MEETING OF STOCKHOLDERS IMPORTANT NOTICE — THIS IS NOT A VOTABLE BALLOT Exercise Your Right to Vote You invested in CNS Pharmaceuticals and it’s time to vote! ANNUAL MEETING September 30, 2026 12:00 PM EST VIRTUAL MEETING Access online https://edge.media - server.com/mmc/go/cnsp2026agm Get informed before you vote View the Proxy Statement and Annual Report online: https:// www.iproxydirect.com/cnsp NEED A PAPER OR EMAIL COPY? Request your materials by September 16, 2026. Online: iproxydirect.com/cnsp Phone: 1 - 877 - 972 - 0090 Email: info@investor - com.com Unless requested, you will not otherwise receive a paper or email copy. PROPOSALS TO BE VOTED ON BOARD R E C O M M E N D A T I ON FOR Election of Directors Faith Charles, Bettina Cockroft, Michal Fisher, Jeffry R. Keyes, Rami Levin and Amy Mahery. Their term will expire at the 2027 Annual Meeting of Stockholders, or until their successors are duly elected and qualified. 1 BOARD R E C O M M E N D A T I ON FOR Ratification of Independent Registered Public Accounting Firm To ratify the appointment of MaloneBailey, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026. 2 BOARD R E C O M M E N D A T I ON FOR Advisory Vote on Executive Compensation To vote on a non - binding, advisory resolution to approve executive compensation. 3 BOARD R E C O M M E N D A T I ON FOR Amendments to the 2020 Stock Plan To approve amendments to the Company’s 2020 Stock Plan, including an increase of 650,000 shares in the number of shares of common stock authorized for issuance under the plan. 4 BOARD R E C O M M E N D A T I ON FOR Authorization of Adjournment To authorize the adjournment of the Annual Meeting, if necessary, to solicit additional proxies if there are not sufficient votes at the time of the Annual Meeting or adjournment or postponement thereof to approve the above proposals. 5 LEARN MORE ABOUT THE PROPOSALS AND HOW TO VOTE https:// www.iproxydirect.com/cnsp IMPORTANT: THIS IS NOT A VOTABLE BALLOT. This notice is an overview of the proposals being presented at the upcoming shareholder meeting.