INCOME OPPORTUNITY REALTY INVESTORS, INC. (IOR) Proxy Summary

This definitive proxy statement (Schedule 14A) solicits votes for the Annual Meeting on December 10, 2025.

Key Voting Items:

• Proposal 1: Election of four Directors (Board recommends FOR all nominees).
• Proposal 2: Ratification of Farmer, Fuqua & Huff, P.C. as independent auditors for FY 2025 (Board recommends FOR).

Critical Ownership Detail: As of Oct 30, 2025, Transcontinental Realty Investors, Inc. (TCI) owns 84.50% (3,436,093 shares) and intends to vote those shares in favor of both pro