FARO shareholders approve 1.25M share increase to equity plan and elect directors

The Amended and Restated Bylaws were amended and restated to, among other things: • enhance procedural mechanics and disclosure requirements in connection with shareholder nominations of directors and submissions of proposals regarding other business at the Company’s annual meeting of shareholders (except for proposals properly made in accordance with Rule 14a-8 under the Securities Exchange Act of 1934), including by requiring additional background information and disclosures regarding proposing shareholders, proposed nominees and business, and other persons related to a shareholder’s solicitation of proxies; • change certain provisions relating to shareholder nominees for election as a director to limit the number of director candidates a shareholder may nominate for election and to address the universal proxy rules adopted by the Securities and Exchange Commission; • clarify the procedures around calling a special meeting of shareholders, the notice required for special meetings, wh

Proposal 2 — Ratification of independent registered public accounting firm The holders of the Company’s common stock ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023, by the following count: Votes For Against Abstain Broker Non-Votes 16,987,738 85,294 41,032 0

Proposal 4 — A non-binding vote on the frequency of holding an advisory vote on the compensation of the Company’s named executive officers The holders of the Company’s common stock approved, on a non-binding, advisory basis, the frequency of holding an advisory vote on the compensation of the Company’s named executive officers, by the following count: One Year Two Years Three Years Abstain 16,061,349 9,532 424,255 10,030

Proposal 5 — Approval of an amendment to the Company’s 2022 Equity Incentive Plan The holders of the Company’s common stock approved an amendment to the Company’s 2022 Equity Incentive Plan to increase the number of shares reserved for issuance thereunder by 1,250,000 by the following count: Votes For Against Abstain Broker Non-Votes 10,855,177 4,808,404 841,585 608,898

Proposal 3 — Approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers The holders of the Company’s common stock approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers, by the following count: Votes For Against Abstain Broker Non-Votes 15,772,968 720,532 11,666 608,898

Proposal 1 — Election of directors The holders of the Company’s common stock elected the following directors, each to serve for a three-year term expiring at the Company’s 2026 Annual Meeting of Shareholders, and until his or her successor has been duly elected and qualified, subject to his or her earlier death, resignation or removal. As a result of Michael Burger’s resignation from the Board effective May 12, 2023, he was no longer a nominee and not up for re-election. The results of such vote were as follows: Name Votes For Votes Withheld Broker Non-Votes Alex Davern 14,083,381 2,421,785 608,898 Rajani Ramanathan 16,447,162 58,004 608,898