🧾 What This Document Is

This is a definitive proxy statement (DEF 14A). Think of it as an invitation and a voter's guide for shareholders. It explains what will be voted on at the company's annual meeting and provides the details you need to make informed decisions.

👉 Why it matters: As a shareholder, you have the right to vote on key company issues. This document tells you what those issues are, gives background on the people running things, and shows how much top executives are paid.

🏢 What The Company Does

CareCloud, Inc. (ticker: CCLD) is a technology company focused on the healthcare industry. In simple terms, they provide cloud-based software and services to help medical practices run their businesses more efficiently. This includes things like managing patient appointments, handling billing and payments (revenue cycle management), and offering telehealth services.

👉 Why it matters: Understanding their business helps you evaluate if the leadership and compensation plans are right for a healthcare tech company.

📅 The Big Vote: What Shareholders Are Deciding

The annual meeting is on Thursday, June 4, 2026, at 11:00 a.m. ET. There are four main proposals the board recommends voting "FOR" on:

Elect Directors: Vote for nominees Mahmud Haq (the founder and Executive Chairman) and Cameron Munter (a former U.S. Ambassador).
Approve Executive Compensation (Say-on-Pay): An advisory, non-binding vote to approve how the company pays its top executives.
Approve the 2026 Equity Incentive Plan: This authorizes a new pool of stock to award to employees and directors as part of their compensation.
Ratify the Auditor: Approve the appointment of Tanner LLP as the independent accounting firm for 2026.

👉 Why it matters: The director election shapes the board's oversight. The equity plan vote affects how the company attracts and retains talent. The auditor vote is a standard check on financial integrity.

👥 Who's Running The Show (Board & Governance)

The board has 5 members. Key executives include Executive Chairman Mahmud Haq (founder), CEO Stephen Snyder, and President Crystal Williams. The board has three main committees: Audit, Compensation, and Nominating & Governance, all made up of independent directors.

A key policy: The company has a Related Person Transaction Policy requiring board approval for any significant deal with executives, directors, or major shareholders to manage conflicts of interest.

💰 Executive Pay: How Much Do They Make?

The "Summary Compensation Table" shows 2025 pay for top executives:

Mahmud Haq (Executive Chairman): $330,185 total (mostly salary)
Stephen Snyder (CEO): $309,346 total (mostly salary)
A. Hadi Chaudhry (Chief Strategy Officer): $309,346 total (mostly salary)
Crystal Williams (President): $257,928 total (mostly salary)
Norman Roth (Interim CFO): $265,747 total (mostly salary)

Notably, no bonuses or stock awards vested for these executives in 2025, unlike in 2024 when they received significant bonuses tied to company performance.

👉 Why it matters: This shows a shift to mostly fixed salary in 2025. The new "Pay Versus Performance" tables required by the SEC are also included, showing the link (or lack thereof) between pay and company results over three years.

🔗 Related Party Transactions: Potential Conflicts

The filing discloses several transactions with people connected to the company, which the audit committee oversees:

Rent: The company leases offices, storage, and housing from Executive Chairman Mahmud Haq. Rent expense was about $285,000 in 2025.
Sales: The company had about $125,000 in sales in 2025 to a physician who is Haq's wife.
Consulting: The company pays a consulting firm owned by Haq's son $15,000 per month for AI services.
Employment: The company employed the CEO's son in 2025 (salary: ~$38,000).

👉 Why it matters: While common in companies with founder-leaders, these relationships require careful board oversight to ensure they are fair to the company and not a hidden cost or benefit to insiders.

🧠 The Analogy

Hosting the annual meeting is like a homeowner's association (HOA) annual meeting. The board (the HOA board) sends out a packet explaining:

Who is running for the board next year.
How much the HOA management company and board members are being paid.
Proposals to change the rules (like the equity plan).
Who will audit the HOA's finances.
A list of any work the board president's construction company did for the HOA that year.

You, as a homeowner (shareholder), get this packet to help you decide how to vote your shares.

🧩 Final Takeaway

CareCloud's 2026 proxy statement centers on re-electing its founder to the board, shifting executive pay to salaries for now, and re-approving its equity and audit plans. The detailed related-party transactions highlight the need for shareholders to trust the board's oversight of deals involving insiders.

CareCloud, Inc. — DEF 14A Filing