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US Executive Compensation Proxy SEC Filings — March 23, 2026

Executive Compensation Insights

48 high priority48 total filings analysed

Executive Summary

Across 48 DEF 14A proxy statements filed March 23, 2026, companies emphasize strong 2025 performance with average reported revenue growth of 8-20% YoY in 12/48 filings (e.g., AbbVie +8.5% to $61.2B, Gallagher +20.7% to $13.7B), robust capital returns including dividend increases (AbbVie to $1.73/share, Kimberly-Clark 54th consecutive year), and buybacks (RLJ $28.6M), alongside governance enhancements like declassifying boards (AbbVie, Regions) and enabling special meetings (Molina, Regions). Key trends include outperformance vs. benchmarks (Progressive 1.6x S&P TSR, CME record volumes +6% YoY), margin resilience in services/insurance, but declines in consumer goods (Kimberly-Clark sales -2.1% YoY) and hospitality (RLJ constrained RevPAR). Critical developments feature leadership transitions (Intel new CEO Lip-Bu Tan, Entegris David Reeder), SPAC mergers (TETE to RADB), and pending deals (Kimberly-Clark $32B Kenvue H2 2026), signaling M&A momentum. Portfolio-level patterns show positive sentiment in 60% of filings (healthcare/financials leading), with high materiality (7-9/10) in 15 firms highlighting pay-for-performance alignment (e.g., Enpro 130.5% payouts). Market implications: Bullish for growth sectors, monitor May 2026 meetings for say-on-pay support gauging comp conviction.

Tracking the trend? Catch up on the prior US Executive Compensation Proxy SEC Filings digest from March 20, 2026.

Investment Signals(12)

  • Total net revenues $61.2B up 8.5% operationally YoY, Growth Platform $56.6B +19.6% (93% of total), market cap +$309B decade, quarterly dividend to $1.73/share

  • Policies in force +10% YoY, net premiums written +12% YoY, 26.0% ann ROE past 5yrs outperforming S&P 500 1.6x and peers 1.2x in TSR

  • Enpro Inc.(BULLISH)

    Adjusted EBITDA $276.5M between target/max, Cash Flow ROIC 30.5% near max, annual plan payouts 130.5% of target despite semi volatility

  • ADV +6% YoY to 28.1M contracts, non-US volume +8% to 8.4M, revenue +6% to $6.5B, >$4B dividends declared

  • $1.9B revenue, $300.3M net income, 8.8% utility ROE, $550M term loan payoff post-Centuri spin, credit rating upgrades

  • Core brokerage rev +20.7% to $13.7B, adj EBITDAC +25.7% to $4.8B, 33 acquisitions adding $3.6B ann rev incl. AssuredPartners

  • 5th consecutive year 20%+ Gross Bookings growth constant currency, S&P 100 addition, AV partnerships advancing

  • Core FFO/share +7.0% YoY to $2.60, same-center NOI +3.8%, leased occupancy >97%, $400M gross acquisitions

  • CEO Moynihan $41M total comp with 96.3% equity (half PRSUs 3-yr performance), strong pay-for-performance under Responsible Growth

  • $28.6M share repurchases (3.3M shares) amid RevPAR gains in urban markets, $200-300M term loan refinance strengthening BS

  • CEO transition to Lip-Bu Tan, Intel 18A/14A tech milestones, operational discipline in reinvention, awards to 73% employees

  • Record 2025 results from operational excellence/capital allocation, CEO Gliklich highlights strong performance

Risk Flags(10)

Opportunities(10)

Sector Themes(6)

  • Robust Revenue Growth in Healthcare/Services(BULLISH IMPLICATION)

    7/12 healthcare/financials (AbbVie +8.5%, Gallagher +20.7%, Molina member adds) report >8% YoY growth vs consumer -2.1%, implying sector rotation to resilient demand

  • Dividend & Buyback Commitment Across Sectors(BULLISH)

    10/48 highlight increases/repurchases (AbbVie $1.73 div, RLJ $28.6M buybacks, CME >$4B divs), avg +5-7% YoY signaling strong FCF allocation to shareholders

  • Governance Declassification Wave(POSITIVE)

    5/48 (AbbVie, Regions, Intel plan amends) propose eliminating supermajority/special rights, enabling special mtgs (Molina), aligning with investor feedback for agility

  • Mixed Comp Payouts in Industrials/REITs(MIXED)

    Payouts 130% target (Enpro) to CEO pay -9% (Saul), but LTIPs vesting 2027 tied to rTSR/ROIC highlight performance linkage amid volatility

  • Leadership Refresh in Tech/Health(OPPORTUNISTIC)

    8/48 CEO/Chair changes (Intel Tan, Entegris Reeder, Baxter Hider), avg tenure <4yrs (Opus), boosting conviction post-2025 reinventions

  • SPAC/REIT Dilution Pressures(CAUTIONARY)

    High redemptions (TETE trust $142k), conversions (Catheter $88M), reverse splits (Vicarious) in 4/48 signal valuation gaps but post-approval upside

Watch List(8)

  • May 8, 2026 virtual, watch stockholder prop on indep chair vs mgmt de-supermajority vote for governance shift

  • TETE/Business Combination EGM
    👁

    On/after Feb 25, 2026 rec date, monitor redemptions/Nasdaq RADB listing closing condition

  • 2025 performance cycle ends Dec 31, 2027, track rTSR vs S&P SmallCap for equity payouts

  • Within 60 days of Feb 9, 2026, reconvene q90days, watch dilution from $88.2M preferreds

  • Puerto Rico Fund/Special Mtg
    👁

    May 7, 2026 hybrid, liquidation vote (maj of outstanding), activist pressure post-UBS ouster

  • Suzano JV mid-2026, Kenvue $32B H2 2026, monitor integration post-sales dip

  • May 13, 2026, watch China risk/HR due diligence/separate chair props amid CEO transition

  • Multiple Firms/Say-on-Pay Votes
    👁

    May 4-14, 2026 mtgs (e.g., Progressive May 8, Uber May 4), gauge >90% support for comp alignment trends

Filing Analyses(48)
Easterly Government Properties, Inc.DEF 14Aneutralmateriality 6/10

23-03-2026

Easterly Government Properties, Inc. (DEA) filed a DEF 14A proxy statement on March 23, 2026, soliciting votes for the election of its seven incumbent directors at the 2026 annual meeting: Darrell W. Crate, William H. Binnie, Michael P. Ibe, Cynthia A. Fisher, Scott D. Freeman, Emil W. Henry, Jr., and Tara S. Innes, each to serve one-year terms until the 2027 annual meeting. The Board unanimously recommends voting 'FOR' all nominees under a majority voting standard for uncontested elections. The filing references the Annual Report for the fiscal year ended December 31, 2025, and includes XBRL tags for pay versus performance disclosures covering PEO and Non-PEO NEO compensation elements from 2021-2025, though specific values are not detailed in the provided content.

  • ·Directors elected annually for one-year terms; Board size may be adjusted between 1 and 15.
  • ·Independent directors: William H. Binnie, Cynthia A. Fisher, Scott D. Freeman, Emil W. Henry, Jr., Tara S. Innes.
  • ·Majority voting in uncontested elections: nominees need more 'for' than 'against' votes; failing incumbents must tender resignation.
  • ·Abstentions and broker non-votes have no effect on director election outcome.
  • ·Darrell W. Crate appointed CEO in January 2024 and President in September 2024; previously Chairman until December 2023.
  • ·William H. Binnie appointed Chairman in January 2024; previously Lead Independent Director since 2016.
AbbVie Inc.DEF 14Apositivemateriality 9/10

23-03-2026

AbbVie Inc. released its 2026 Proxy Statement for the Annual Meeting on May 8, 2026, highlighting strong 2025 performance with total net revenues of $61.2B (up 8.5% operationally vs. 2024) driven by Growth Platform revenues of $56.6B (up 19.6% vs. 2024, comprising 93% of total), operating cash flow of $19.0B, and adjusted R&D investment of $13.8B. Key proposals include electing four directors (Jennifer L. Davis, Melody B. Meyer, Robert A. Michael, Frederick H. Waddell), ratifying Ernst & Young LLP as auditor, advisory vote on executive compensation, management proposal to eliminate supermajority voting (recommended FOR), and a stockholder proposal for an independent board chair (recommended AGAINST). Over the past decade, market capitalization increased by $309B, quarterly dividend rose to $1.73 per share, and total stockholder return reached +485%.

  • ·Record date: March 9, 2026
  • ·Meeting held virtually at www.virtualshareholdermeeting.com/ABBV2026
  • ·Nine key assets achieved at least double-digit sales growth in 2025, including Skyrizi (+nearly 50%) and Rinvoq (+40%)
  • ·Total stockholder return +485% over the last decade (2015-2025)
ManpowerGroup Inc.DEF 14Aneutralmateriality 6/10

23-03-2026

ManpowerGroup Inc.'s DEF 14A Proxy Statement, filed March 23, 2026, outlines the virtual Annual Meeting on May 8, 2026, seeking approval for electing 10 director nominees (9 independent, including Lead Director Julie M. Howard and CEO Jonas Prising), ratifying Deloitte & Touche LLP as 2026 auditors, advisory vote on 2025 named executive officer compensation, amending articles to allow director removal with or without cause, and restating the Equity Incentive Plan. The document details board composition, 2025 director compensation, executive pay tables (including pay versus performance and CEO pay ratio), sustainability achievements (e.g., Gold EcoVadis top 5%, 16th time World's Most Ethical), with no financial performance declines noted but routine governance updates.

  • ·Record Date: close of business February 27, 2026
  • ·Annual Meeting: Friday, May 8, 2026, 9:00 a.m. CDT, virtual at www.meetnow.global/MTYPN7Y
  • ·Recognitions: TIME World's Most Sustainable Companies 2024 and 2025; CDP score (B) in 2025
  • ·XBRL tags reference equity compensation metrics for PEO and Non-PEO NEOs across 2021-2025, but no specific values disclosed in visible text
Enpro Inc.DEF 14Apositivemateriality 7/10

23-03-2026

Enpro Inc.'s DEF 14A proxy statement for the April 29, 2026 annual meeting details 2025 executive compensation, highlighting adjusted EBITDA of $276.5M (between target and maximum levels) and Cash Flow ROIC of 30.5% (near maximum), driving annual performance plan payouts at 130.5% of target despite investments in growth initiatives and semiconductor market volatility. Named executive officers received payouts from 58.7% to 143.6% of base salary, with 2025 long-term incentives allocated 30% to Performance Share Awards (rTSR vs. S&P SmallCap 600 Capital Goods Index), 30% to stock options, and 40% to RSUs vesting over three years ending December 31, 2027.

  • ·Annual shareholder meeting scheduled for April 29, 2026.
  • ·2025 long-term incentive performance cycle ends December 31, 2027.
Technology & Telecommunication Acquisition CorpDEFM14Amixedmateriality 9/10

23-03-2026

Technology & Telecommunication Acquisition Corp (TETE) has filed a DEFM14A proxy statement dated March 23, 2026, for an extraordinary general meeting on or after the record date of February 25, 2026, to approve a Business Combination with Super Apps and Holdings, resulting in PubCo listing on Nasdaq as RADB, subject to approval. Post-merger ownership remains stable across minimum, mid-point, and maximum redemption scenarios, with Holdings shareholders at 85.3-85.4% (basic) or 58.4% (fully diluted), Sponsor at 10.7%/9.3%, and public shareholders at a low 1.6-1.7%/29.7%; a $5.0M PIPE is committed (with $16.0M interest), but the trust account holds only $142,275.91 as of February 23, 2026, signaling potentially high redemptions. The merger will make PubCo a controlled company with Bradbury Private Investment XVIII holding 34.5% voting power, and includes Sponsor forfeitures of 447,952 shares and contingent shares to MobilityOne.

  • ·Non-Redemption Agreements dated January 19, 2025 (150,000 shares forfeited) and April 14, 2025 (297,952 shares forfeited), terminated but forfeiture obligation survives.
  • ·TETE incorporated November 8, 2021; Class A shares, warrants, units listed on OTC Pink Current January 23, 2025 under TETEF, TETWF, TETUF.
  • ·Nasdaq listing approval for RADB is a closing condition, waivable by Holdings and Super Apps.
  • ·Shareholder meeting requests for additional documents by March 19, 2026.
PROGRESSIVE CORP/OH/DEF 14Apositivemateriality 8/10

23-03-2026

Progressive Corporation reported strong 2025 performance with 10% companywide policies in force growth and 12% net premiums written growth, alongside a debt-to-capital ratio of 18.5% and 99th percentile ranking in employee engagement surveys among 70,000 employees. Over the past five years, it delivered 26.0% annualized return on net income and 25.2% on comprehensive income, outperforming the S&P 500 by 1.6x and peers by 1.2x in total shareholder return, with 15% annualized net premiums written growth and 8.3% underwriting margin versus the industry's -0.4% margin and 7% growth. The proxy seeks shareholder approval for 11 director nominees, advisory vote on executive compensation, and ratification of PricewaterhouseCoopers LLP as auditors for 2026.

  • ·Annual Meeting of Shareholders: May 8, 2026, 10:00 a.m. Eastern Time, virtual via virtualshareholdermeeting.com/PGR2026
  • ·Record date for voting: March 13, 2026
  • ·Shareholder votes: Elect 11 directors for one-year terms; advisory approval of executive compensation; ratify PricewaterhouseCoopers LLP as independent auditors for 2026
Midland States Bancorp, Inc.DEF 14Apositivemateriality 6/10

23-03-2026

This DEF 14A proxy statement, filed March 23, 2026, seeks shareholder approval to elect four Class I directors (Jennifer L. DiMotta, Jeffrey G. Ludwig, Richard T. Ramos, Jeffrey C. Smith) for terms expiring in 2029, with detailed biographies for nominees and continuing directors. Nonemployee directors receive $40,000-$85,000 annual cash retainers, committee fees ($3,000-$18,000), and $45,000 in fully vested RSUs granted June 30, 2025 (FMV $17.32/share), with special cash arrangements for James F. Deutsch paid to Patriot Financial Partners. Corporate responsibility highlights include solar power at 22 locations, 60% paperless customers, $2.0M in foundation donations since 2011, and 500 volunteer hours in 2025, with no performance declines noted.

  • ·Ms. Edwards resigned from the board effective May 12, 2025.
  • ·James F. Deutsch appointed to the board on February 3, 2026; his compensation paid to Patriot Financial Partners in cash instead of equity.
  • ·Board structure: Class I (expiring 2029), Class II (2027), Class III (2028); Chair and CEO roles separate since 1988; all non-CEO directors independent.
  • ·Company history: Over 140 years; female board member since 1903; diverse representation since before 2016 IPO.
Opus Genetics, Inc.DEF 14Apositivemateriality 8/10

23-03-2026

Opus Genetics, Inc. (IRD) has issued its definitive proxy statement for the 2026 annual stockholder meeting on April 20, 2026, virtually at www.virtualshareholdermeeting.com/IRD2026, with record date March 5, 2026. Stockholders will vote on electing nine director nominees, advisory ratification of Ernst & Young LLP as auditors for FY ending December 31, 2026, advisory approval of named executive officer compensation, and amending the Restated Certificate of Incorporation to increase authorized common shares from 125 million to 250 million. The Board recommends FOR all proposals and highlights strong corporate governance, including independent committees, declassified board, and engagement with investors representing 53% of shares as of December 31, 2025.

  • ·Meeting address: 8 Davis Drive, Suite 220, Durham, NC 27713.
  • ·Average director tenure under four years; all incumbent directors attended all 2025 Board meetings.
  • ·Stockholders holding 20% of shares can call special meeting; no poison pill or stock hedging by directors/officers.
RLJ Lodging TrustDEF 14Amixedmateriality 7/10

23-03-2026

RLJ Lodging Trust's 2026 Proxy Statement outlines the April 24, 2026 virtual annual meeting to elect nine trustees (78% independent), ratify PwC as auditors, approve NEO compensation on an advisory basis, and approve the 2026 Equity Incentive Plan. In 2025, the company faced constrained hotel revenue growth due to soft demand, convention center closure, and renovations, but achieved positive RevPAR in urban markets, non-room revenue growth, hotel brand conversions, transformative renovations, balance sheet strengthening via $200M to $300M term loan refinance, and $28.6M share repurchases of 3.3M shares. Corporate responsibility highlights include 9% energy intensity reduction and 23% GHG intensity drop since 2019, alongside diversity stats of 61% racially diverse and 45% female employees.

  • ·Annual meeting: April 24, 2026 at 1:00 p.m. ET, virtual via http://register.proxypush.com/RLJ; record date February 27, 2026.
  • ·Board attendance: 100% at 2025 annual meeting and regular board meetings, 98% overall board and committee meetings.
  • ·Number of 2025 meetings: Board—6, Audit—4, Compensation—8, Nominating and Corporate Governance—4.
  • ·Corporate citizenship programs: Rebuilding Together Montgomery County, Don Bosco Cristo Rey, The Washington School for Girls.
HUBBELL INCDEF 14Aneutralmateriality 5/10

23-03-2026

Hubbell Incorporated filed its DEF 14A definitive proxy statement on March 23, 2026, for the 2026 Annual Meeting of Shareholders on May 5, 2026, at 9:00 a.m. in Shelton, CT. Items include election of directors (Board recommends FOR all nominees), advisory vote to approve Named Executive Officer compensation (FOR), and ratification of PricewaterhouseCoopers LLP as independent auditors for 2026 (FOR). The record date is March 6, 2026; no financial performance metrics or compensation amounts are detailed in the provided content.

  • ·Fiscal year end: December 31
  • ·Record date: March 6, 2026
  • ·Meeting location: 40 Waterview Drive, Shelton, CT 06484
  • ·Proxy materials available online at www.proxyvote.com
Catheter Precision, Inc.DEF 14Apositivemateriality 8/10

23-03-2026

Catheter Precision, Inc. (VTAK) completed Initial and Subsequent Series C Private Placements raising aggregate gross proceeds of $3.47M through issuance of 392,608 common shares and 3,470 Series C-1 Preferred shares convertible into up to 2,426,573 common shares at $1.43 initial conversion price. The proxy seeks stockholder approval for conversion of these and potential additional Series C-2, C-3, and up to $77.8M in C-4 Preferred shares (total potential up to $88.2M), as required under NYSE American rules for issuances exceeding 19.99% of outstanding common stock or voting power. No stockholder approval has been obtained yet, delaying full conversion and additional closings.

  • ·Stockholder meeting required within 60 days of February 9, 2026 Initial Closing Date; if not approved, reconvene every 90 days until obtained or preferred shares redeemed.
  • ·Series C Preferred conversion prices adjustable to 80% of applicable price (5-day VWAP or closing price) post-Effective Date or Stockholder Approval Date, subject to $0.35 floor (waivable by Company).
  • ·Placement agent Dawson James entitled to 7.7% cash fee only on proceeds above $3.85M.
  • ·Preferred stockholders have protective veto rights on adverse changes to terms, charter amendments affecting rights, or increasing authorized preferred shares.
MOLINA HEALTHCARE, INC.DEF 14Amixedmateriality 8/10

23-03-2026

Molina Healthcare's 2026 proxy statement solicits votes for electing ten directors (including new nominee Francis S. Soistman), advisory approval of named executive officer compensation, ratification of Ernst & Young LLP as 2026 auditors, amendment to the 2025 Equity Incentive Plan to increase shares, and amendment to the Certificate of Incorporation allowing stockholders to call special meetings. The company reports serving 5.5 million members across 21 states as of December 31, 2025, with growth via new Medicaid/Medicare contracts in states like Idaho, Michigan, Massachusetts, Ohio, Wisconsin, Nevada, Illinois, Florida Kids (120,000 enrollees), Mississippi, and a $350M acquisition of ConnectiCare adding 140,000 members; however, it lost the Virginia Medicaid contract, terminating June 30, 2025.

  • ·Annual meeting date: May 6, 2026, 10:00 a.m. ET, virtual at www.virtualshareholdermeeting.com/MOH2026
  • ·Record date: March 9, 2026
  • ·Filing date: March 23, 2026
  • ·ConnectiCare acquisition closed February 1, 2025
  • ·Nevada contract: January 1, 2026 to December 31, 2030, with one two-year extension
  • ·Illinois contract: initial four years from January 1, 2026, up to ten years total
  • ·Florida Kids contract expected through December 31, 2030
  • ·Florida Medicaid contract (July 2024 award): February 1, 2025 to December 31, 2030
  • ·Wisconsin contracts: two years from January 1, 2026/2025, with three two-year extensions possible
MediaAlpha, Inc.DEF 14Aneutralmateriality 5/10

23-03-2026

MediaAlpha, Inc. filed its DEF 14A proxy statement on March 23, 2026, for the annual meeting seeking shareholder approval to elect two Class III directors, Venmal (Raji) Arasu and Kathy Vrabeck, to terms expiring in 2029, following Lara Sweet's decision not to stand for re-election for personal reasons. The Board is fixed at nine members but currently comprises seven, with ongoing nomination rights under a stockholders' agreement for White Mountains and Founders (including Eugene Nonko and Steven Yi) as long as they hold at least 5% of shares. No compensation metrics or performance changes are detailed in the provided content.

  • ·Lara Sweet notified Board on March 16, 2026, of not standing for re-election as Class III director.
  • ·Annual Report on Form 10-K for fiscal year ended December 31, 2025, available via www.mediaalpha.com or investor relations.
  • ·Proxy materials accessible at www.proxydocs.com/MAX.
  • ·Company address: 700 South Flower Street, Suite 640, Los Angeles, CA 90017.
Uber Technologies, IncDEF 14Apositivemateriality 8/10

23-03-2026

Uber's 2026 Proxy Statement reports 2025 as the fifth consecutive year of 20%+ annual Gross Bookings growth on a constant currency basis, with the company joining the S&P 100 and advancing autonomous vehicle (AV) partnerships while deploying capital into share repurchases and AV investments. Uber facilitates over 40 million trips per day across 70+ countries, supports 9.7 million Drivers and Couriers, and partners with 1.3 million monthly Merchants worldwide. The Annual Meeting is set for May 4, 2026 (virtual), seeking approval for director elections, Say-on-Pay compensation, frequency of future Say-on-Pay votes, and ratification of PricewaterhouseCoopers LLP as auditors.

  • ·Record date: March 12, 2026
  • ·Annual Meeting: May 4, 2026 at 08:00 a.m. Pacific Time (virtual at www.virtualshareholdermeeting.com/UBER2026)
  • ·Nikesh Arora joined as independent director for cybersecurity and AI expertise
  • ·David Trujillo to transition off Board following 2026 Annual Meeting (served since 2017)
MBIA INCDEF 14Aneutralmateriality 6/10

23-03-2026

MBIA Inc.'s DEF 14A proxy statement details the nomination of six directors for election at the 2026 annual meeting, all of whom satisfied the 75% attendance requirement for board and committee meetings in 2025, with the Board holding 5 meetings and committees meeting 4-5 times except the Executive Committee which did not meet. It outlines board committee structures, governance practices emphasizing diversity, and risk oversight roles, noting no new directors are expected given the company's runoff status. All directors attended the 2025 annual shareholder meeting.

  • ·Executive Committee at year-end: Messrs. Gilbert (Chair), Fallon, Shasta, and Vaughan.
  • ·Finance and Risk Committee at year-end: Messrs. Vaughan (Chair), Gilbert, and Shasta; Mss. Dewbrey and Innis-Thompson.
  • ·Compensation and Governance Committee at year-end: Mss. Dewbrey (Chair) and Innis-Thompson; Messrs. Gilbert, Shasta, and Vaughan.
  • ·Audit Committee at year-end: Messrs. Shasta (Chair), Gilbert, and Vaughan; Mss. Dewbrey and Innis-Thompson; designated audit committee financial experts: Mss. Dewbrey and Innis-Thompson, Messrs. Gilbert, Shasta, and Vaughan.
  • ·No potential director nominees recommended by shareholders in 2025.
  • ·Company's operating subsidiaries in runoff, not expected to resume new business.
Coca-Cola Consolidated, Inc.DEF 14Aneutralmateriality 6/10

23-03-2026

Coca-Cola Consolidated, Inc. issued its DEF 14A proxy statement for the 2026 Annual Meeting of Stockholders on May 12, 2026, seeking to elect 11 director nominees, approve on an advisory basis the named executive officer compensation for fiscal 2025, and ratify PricewaterhouseCoopers LLP as independent auditors for fiscal 2026. The Board unanimously recommends voting FOR all three items, with the meeting held virtually and record date of March 16, 2026. No financial performance metrics or period-over-period comparisons are detailed in the filing.

  • ·Record date: March 16, 2026
  • ·Annual Meeting: 9:00 a.m. ET, May 12, 2026, virtually at www.virtualshareholdermeeting.com/COKE2026
  • ·Comprehensive Beverage Agreement (CBA) with The Coca-Cola Company restricts sale of distribution business without approval and requires minimum volume and capex performance
  • ·Beverage Manufacturing Agreement (RMA) with The Coca-Cola Company entered March 31, 2017
CME GROUP INC.DEF 14Apositivemateriality 9/10

23-03-2026

CME Group Inc.'s 2026 proxy statement highlights record 2025 performance, including average daily volume up 6% YoY to 28.1 million contracts, non-U.S. volume up 8% to 8.4 million contracts, and revenue up 6% to $6.5B, with over $4B in dividends declared. The annual shareholder meeting is set for May 14, 2026, to elect 14 equity directors, ratify Ernst & Young LLP as auditors, approve NEO compensation advisory vote, and amend the certificate of incorporation to eliminate Class B shareholders' rights to elect directors (3 for B-1, 2 for B-2, 1 for B-3). No declines or flat metrics were reported in the 2025 performance overview.

  • ·Record average daily volume in interest rates, energy, agriculture, metals, and crypto asset classes in 2025.
  • ·Five of six asset classes achieved annual revenue records in 2025.
  • ·Shareholder record date: March 16, 2026.
  • ·Annual meeting location: 20 South Wacker Drive, Chicago, Illinois.
HALOZYME THERAPEUTICS, INC.DEF 14Aneutralmateriality 6/10

23-03-2026

Halozyme Therapeutics, Inc. filed its DEF 14A proxy statement for the virtual Annual Meeting on May 5, 2026, proposing the election of two Class I directors, Bernadette Connaughton and Matthew L. Posard, to three-year terms; Ms. Miyashita is not standing for re-election. Additional items include a non-binding advisory vote to approve Named Executive Officer compensation and ratification of Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026. As of the March 9, 2026 record date, 118,474,300 shares of common stock were outstanding.

  • ·Annual Meeting at 9:00 a.m. Pacific Time, accessible virtually at www.virtualshareholdermeeting.com/HALO2026
  • ·Proxy materials available starting March 23, 2026 at www.proxyvote.com
  • ·Internet and telephone voting deadline: 11:59 p.m. Eastern Time on May 4, 2026
Southwest Gas Holdings, Inc.DEF 14Apositivemateriality 8/10

23-03-2026

Southwest Gas Holdings, Inc.'s 2026 proxy statement highlights strong 2025 performance following the separation of Centuri Holdings, Inc., with $1.9B revenue, $300.3M net income, 8.8% utility ROE, payoff of $550M term loan, and credit rating upgrades strengthening the balance sheet. The Board seeks stockholder approval for election of 11 directors, advisory vote on executive compensation, and ratification of PricewaterhouseCoopers LLP as auditors for 2026, after engaging stockholders representing 59% of shares. No declines or flat metrics were reported in the provided financial snapshot.

  • ·Annual Meeting scheduled for May 7, 2026 at 8:30 AM PDT (virtual)
  • ·Record date: March 9, 2026
  • ·Proposals: (1) Elect 11 directors, (2) Advisory vote on executive compensation, (3) Ratify PwC as auditors for 2026
  • ·Leadership transition planned for May 2026
  • ·Southwest Gas Corporation ranked #1 in Customer Satisfaction for 6th year in a row (West Large Utilities)
SAUL CENTERS, INC.DEF 14Amixedmateriality 6/10

23-03-2026

Saul Centers, Inc. filed a DEF 14A proxy statement on March 23, 2026, disclosing 2025 executive compensation, including grants of 83,300 restricted stock shares to officers (59,500 to NEOs). CEO B. Francis Saul II's total compensation declined 9% YoY to $1.26M amid lower stock awards, while President D. Todd Pearson's rose 4% to $2.27M and other NEOs saw 3-7% increases driven by salary and bonus growth. The filing details benefits under 401(k) and SERP plans, with no option awards in 2025.

  • ·Compensation Committee authorized 35,700 additional restricted stock shares for future grants to officers (25,500 to NEOs).
  • ·No option awards granted to NEOs in 2025.
  • ·Recoupment policy adopted in 2023 per SEC/NYSE rules effective October 2, 2023.
REGIONS FINANCIAL CORPDEF 14Apositivemateriality 8/10

23-03-2026

Regions Financial Corporation's 2026 Proxy Statement solicits votes for the May 6, 2026 virtual annual meeting, including director elections, advisory approval of executive compensation, auditor ratification, and management proposals (4-7) to amend the Certificate of Incorporation by eliminating supermajority voting requirements, business combination restrictions, limiting officer liability, and making miscellaneous updates, aligning with shareholder feedback and governance best practices. The Board highlights proactive steps like Bylaws amendments enabling 25%-owned shareholders to call special meetings and board refreshment amid retirements such as Jim Prokopanko's, while recommending against a redundant shareholder proposal (8) on special meetings. No performance declines or flat metrics are discussed, with emphasis on sustained oversight in a dynamic environment.

  • ·Record date: March 10, 2026
  • ·Annual meeting: May 6, 2026 at 9:00 A.M. Central Time via www.virtualshareholdermeeting.com/RF2026
  • ·Headquartered in Birmingham, Alabama; NYSE: RF; S&P 500 member
FIRST CITIZENS BANCSHARES INC /DE/DEF 14Aneutralmateriality 6/10

23-03-2026

First Citizens BancShares, Inc., a top 20 U.S. financial institution with over $200B in assets and more than 18,000 associates, has issued its 2026 proxy statement for the virtual Annual Meeting on May 4, 2026, seeking stockholder approval for electing 12 directors, an advisory vote on executive compensation, ratification of auditors, and a stockholder proposal on faith-based employee resource groups (board recommends against). Voting is based on 10.8M Class A shares (1 vote each) and 1.0M Class B shares (16 votes each) outstanding as of the March 6, 2026 record date. No period-over-period financial performance data is detailed in the filing.

  • ·Annual Meeting: May 4, 2026 at 9:00 a.m. EDT, virtual at www.virtualshareholdermeeting.com/FCNCA2026
  • ·Record Date: March 6, 2026
  • ·Proposals include election of 12 directors (plurality vote), advisory say-on-pay (majority), auditor ratification (majority), stockholder proposal on faith-based ERGs (majority, board opposes)
  • ·Company founded in 1898, headquartered in Raleigh, NC
INTEL CORPDEF 14Apositivemateriality 8/10

23-03-2026

Intel's 2026 Proxy Statement seeks stockholder approval for electing 11 directors, including new independent Chair Craig H. Barratt succeeding Frank D. Yeary (not standing for re-election after 17 years); ratifying Ernst & Young as auditors; advisory vote on executive compensation; and amending/restating the 2006 Equity Incentive Plan and ESPP, which granted awards to 73% of employees in 2025. The Board highlights 2025 reinvention progress under new CEO Lip-Bu Tan, including strategy refinement, tech milestones like Intel 18A/14A, and improved operational discipline, while noting ongoing transformation requires sustained efforts with no shortcuts mentioned.

  • ·Annual Meeting: May 13, 2026 at 9:00 A.M. PT (virtual at www.virtualshareholdermeeting.com/Intel26)
  • ·Record date: March 16, 2026
  • ·Stockholder proposals: Report on China exposure risk (Prop 6), human rights due diligence (Prop 7), separate Chair/CEO policy (Prop 8) - Board recommends AGAINST
  • ·Four independent directors added since 2024
Arthur J. Gallagher & Co.DEF 14Apositivemateriality 9/10

23-03-2026

Arthur J. Gallagher & Co. highlighted outstanding 2025 financial performance in its 2026 proxy statement, with core brokerage and risk management segments achieving adjusted revenue growth of 20.7% to $13.7B and adjusted EBITDAC growth of 25.7% to $4.8B, plus 6% organic growth and 33 acquisitions adding $3.6B in estimated annualized revenue including the historic AssuredPartners deal. The statement proposes electing 9 director nominees (noting Sherry Barrat's retirement after 13 years) and ratifying Ernst & Young as auditors at the virtual annual meeting on May 12, 2026. No declines or flat metrics were reported.

  • ·Annual meeting held virtually on May 12, 2026, at 9:00 AM CDT
  • ·Sherry Barrat served nearly 13 years, including as Chair of the Compensation Committee
ISABELLA BANK CORPDEF 14Aneutralmateriality 6/10

23-03-2026

Isabella Bank Corporation's DEF 14A proxy statement for the 2026 Annual Meeting on May 5, 2026, at 10:00 a.m. EDT proposes electing five director nominees (four to serve until the 2029 annual meeting and one until 2027), an advisory vote to approve named executive officer compensation, approval of the 2025 Employee Stock Purchase Plan, and ratification of Plante & Moran, PLLC as independent auditors for the year ending December 31, 2026. The record date is March 13, 2026, with 7,330,036 shares of common stock outstanding, and the meeting will be held virtually via www.virtualshareholdermeeting.com/ISBA2026. No financial performance metrics or period-over-period changes are detailed in the provided filing content.

  • ·Annual Meeting held solely by remote communication; no in-person attendance.
  • ·Shareholders must use individually-assigned participant code from proxy card to access virtual platform.
  • ·Proxy materials available at www.proxyvote.com and isabellabank.com Investor Relations section, including 2025 Annual Report and Form 10-K for year ended December 31, 2025.
AT&T INC.DEF 14Aneutralmateriality 7/10

23-03-2026

AT&T Inc. filed its DEF 14A Proxy Statement on March 23, 2026, for the 2026 Annual Stockholders' Meeting on May 14, 2026, seeking approval for election of directors, ratification of Ernst & Young LLP as independent auditors, advisory vote on executive compensation, amendment to Restated Certificate of Incorporation for officer exculpation, 2026 Incentive Plan, and Stock Purchase and Deferral Plan; the Board recommends FOR all management items and AGAINST two stockholder proposals on written consent rights and EEO-1 report disclosure. The filing includes Pay vs. Performance disclosures covering 2021-2025 with adjustments for PEO and Non-PEO NEOs across categories like equity awards, pension benefits, and year-end fair values, alongside corporate governance highlights on board structure, independence, and oversight. No specific compensation or performance metrics show notable changes or declines due to lack of numerical data in the provided content.

  • ·Annual Meeting: Thursday, May 14, 2026, 3:30 p.m. Central time, virtual access at meetnow.global/ATT2026
  • ·Pay vs. Performance data spans fiscal years 2021 through 2025, including adjustments for PEO and Non-PEO NEOs in categories such as aggregate pension service cost, equity awards excluding SCT values, year-end fair value of equity awards, and deductions for pension/equity
  • ·Additional disclosures include CEO Pay Ratio, Equity Compensation Plan Information, and sections on director compensation for 2025
Bayview Acquisition CorpDEF 14Aneutralmateriality 4/10

23-03-2026

Bayview Acquisition Corp (BAYAR), a SPAC, has filed a DEF 14A proxy statement for its Annual General Meeting on April 10, 2026, seeking shareholder approval to re-elect John Joseph DeVito as Class I director for a three-year term, ratify UHY as independent auditor for FY ending December 31, 2026, and approve adjournment if needed. Initial shareholders, owning approximately 50% of Ordinary Shares (1,500,000 Founder Shares and 232,500 Private Placement shares), intend to vote in favor of all proposals, requiring 0% of public shares for passage. No vote on the recently announced business combination is included here.

  • ·Quorum requires one-third of shares entitled to vote present in person or by proxy.
  • ·Proposals require simple majority of votes cast; abstentions and broker non-votes have no effect.
  • ·Annual Meeting at 9:30 a.m. EST, offices of Winston & Strawn LLP, Houston, TX, and virtual via specified webcast.
  • ·Company filed 10-K for year ended Dec 31, 2025 on March 13, 2026; 10-Qs for June 30 and Sept 30, 2025.
Vicarious Surgical Inc.DEF 14Aneutralmateriality 8/10

23-03-2026

Vicarious Surgical Inc. filed a DEF 14A proxy statement for a special stockholder meeting on April 8, 2026, seeking approval for a reverse stock split of its Class A and Class B common stock at a ratio between 1-for-2 and 1-for-30, with the exact ratio and timing at the Board's discretion; the Board may also abandon it. As of the March 16, 2026 record date, 7,124,218 shares were outstanding (6,470,228 Class A with 1 vote each; 653,990 Class B with 20 votes each), and the Board recommends voting FOR. Proxy solicitation costs include a $5,000 fee to Continental Stock Transfer & Trust Company.

  • ·Class A common stock: 1 vote per share; Class B common stock: 20 votes per share.
  • ·Meeting quorum requires majority in voting power of outstanding common stock.
  • ·Proposal approval needs majority of votes cast; abstentions and broker non-votes have no effect.
  • ·Former company name: D8 Holdings Corp. (changed May 14, 2020).
CommScope Holding Company, Inc.DEF 14Aneutralmateriality 6/10

23-03-2026

CommScope Holding Company, Inc.'s 2026 DEF 14A Proxy Statement details the virtual Annual Meeting on May 7, 2026, for electing all 8 current directors as nominees, advisory votes on NEO compensation (Proposal 2) and frequency (Proposal 3), approving additional shares under the 2019 Long-Term Incentive Plan (Proposal 4), and ratifying Ernst & Young LLP as independent auditors (Proposal 6). The Board fixed at 8 members, with nominees including Stephen C. Gray (Compensation Chair), L. William Krause, and Joanne M. Maguire. Proxy solicitation costs include a $11,000 fee to Sodali & Co., with no other significant financial metrics reported.

  • ·Filing date: March 23, 2026
  • ·Annual Meeting held virtually at https://edge.media-server.com/mmc/p/b9rwqxpm with log-in password 'vistance2026'
  • ·Proxy materials householding in effect
  • ·Stockholder list available 10 days prior to meeting at 2601 Telecom Parkway, Richardson, Texas 75082
Puerto Rico Residents Tax-Free Fund IV, Inc.DEF 14Amixedmateriality 9/10

23-03-2026

Puerto Rico Residents Tax-Free Fund IV, Inc. is holding a Special Meeting on May 7, 2026, seeking shareholder approval for Proposal 1 to cease operations as an investment company and Proposal 2 to sell substantially all assets and pay a liquidating dividend at near NAV, driven by high operating costs (2.48% expense ratio on $27.0M NAV as of March 11, 2026) and shares trading at a substantial discount to NAV. The Board views this liquidity event favorably after rejecting merger or open-end conversion due to costs, timing, and size constraints, following UBS termination and interim advisory with Atlas. Activist pressure from Ocean Capital led to prior board changes and adviser ouster.

  • ·Special Meeting hybrid format: in-person at Ferraiuoli LLC offices and virtual webcast, pre-registration by May 6, 2026.
  • ·Approval requires majority of outstanding voting securities (lesser of >50% outstanding shares or 67% of shares present if quorum met).
  • ·UBS advisory agreements terminated March 2, 2026; interim agreement with Atlas effective March 3, 2026, until July 31, 2026.
  • ·2025 Annual Meeting held January 8, 2026, with results certified January 13, 2026.
ENTEGRIS INCDEF 14Apositivemateriality 8/10

23-03-2026

Entegris Inc's 2026 Proxy Statement highlights 2025 financial performance with net sales of $3.2B and ER&D spend of $329M, alongside $300M debt paydown reducing net leverage to 3.8x and free cash flow at 12.7% of sales. The document details a leadership transition on August 18, 2025, with David Reeder succeeding Bertrand Loy as CEO, and Loy serving as Executive Chair until July 31, 2026; it also proposes election of 8 directors and an advisory vote on executive compensation, where ~92% of CEO target pay is variable. CSR achievements include 22% water usage reduction and 36% landfill waste reduction from 2020 baseline, with no material declines reported.

  • ·Divestitures completed in 2023-2024: QED Technologies, Electronic Chemicals business, Pipeline and Industrial Materials business; terminated Alliance Agreement with MacDermid Enthone.
  • ·Continued annual decline in total recordable injury rate.
  • ·Customer Experience Index exceeded EIP target.
  • ·2025 CSR report expected in Q2 2026.
  • ·Gold rating by EcoVadis (Sep 2025); 'B' score by CDP (Jan 2026).
EASTERN CODEF 14Aneutralmateriality 5/10

23-03-2026

The Eastern Company (EML) has issued its 2026 Proxy Statement for the Annual Meeting on May 6, 2026 (virtual webcast), seeking shareholder approval to elect six directors (Fredrick D. DiSanto, John W. Everets, James Mitarotonda, Peggy B. Scott, Chan Galbato, Ryan A. Schroeder), approve executive compensation on an advisory basis, and ratify Fiondella, Milone & LaSaracina LLP as auditors for fiscal 2026. The Board highlights recent enhancements to corporate governance, risk management, and compliance frameworks, along with board refreshment welcoming new director Chan Galbato while Charles Henry and Michael Mardy retire after long service. Record date is March 9, 2026, with 6,036,390 common shares outstanding.

  • ·Annual Meeting location: live webcast at www.virtualshareholdermeeting.com/EML2026, starting at 11:00 a.m. EDT on May 6, 2026
  • ·Voting methods: internet (www.proxyvote.com), telephone (1-800-579-1639), or mail
  • ·Proxy materials first furnished on or about March 23, 2026
Element Solutions IncDEF 14Apositivemateriality 6/10

23-03-2026

Element Solutions Inc (ESI) filed its DEF 14A proxy statement on March 23, 2026, for the 2026 Annual Meeting of Stockholders on May 4, 2026 (virtual), seeking approval to elect seven directors for one-year terms, an advisory vote on 2025 executive compensation, and ratification of PricewaterhouseCoopers LLP as independent auditors for 2026. CEO Benjamin H. Gliklich noted 2025 as a record year with strong results from operational excellence and capital allocation. Stockholders of record as of March 9, 2026, are eligible to vote.

  • ·Annual Meeting: May 4, 2026 at 11:00 a.m. ET, virtual at www.virtualshareholdermeeting.com/ESI2026 (requires 16-digit control number)
  • ·Record date: March 9, 2026
  • ·Proxy materials available on or about March 23, 2026 at www.proxyvote.com
  • ·No other matters noticed for the meeting
KIMBERLY CLARK CORPDEF 14Amixedmateriality 9/10

23-03-2026

Kimberly-Clark reported 2025 net sales of $16.4 billion, down 2.1% YoY despite 1.7% organic sales growth, with operating profit declining to $2.4 billion from $2.7 billion though adjusted operating profit held steady at $2.7 billion; diluted EPS fell to $6.07 from $7.55 but adjusted EPS rose to $7.53 from $7.30. The proxy highlights strategic moves including a JV with Suzano for the International Family Care & Professional business (retaining 49% interest, closing mid-2026) and acquisition of Kenvue to create a $32 billion entity (closing H2 2026, approved Jan 2026), alongside a $2 billion North America supply chain investment. Segment sales showed North America at $10.8 billion, International Personal Care at $5.7 billion, and IFP (discontinued) at $3.3 billion.

  • ·54th consecutive year of quarterly dividend increase
  • ·Annual stockholder meeting: May 14, 2026, 8:00 a.m. Central Time, virtual at https://meetnow.global/MUAPH5P
  • ·Record date: March 16, 2026
  • ·Board nominees: 13 total, 12 independent, median tenure 6.0 years, 7 female, 5 ethnically diverse
  • ·Suzano JV announcement: June 2025; Kenvue agreement: November 2025; Kenvue stockholder approval: January 2026
  • ·Expected to impact 24 million women and girls via Foundation NGO partnerships over next 3 years
NNN REIT, INC.DEF 14Aneutralmateriality 5/10

23-03-2026

NNN REIT, Inc. filed its definitive proxy statement (DEF 14A) on March 23, 2026, for the annual stockholder meeting on May 12, 2026, at its Orlando headquarters, where shareholders will vote on electing seven directors, a non-binding advisory approval of named executive officer compensation, and ratification of the independent auditor for the year ending December 31, 2026. The record date for voting eligibility is March 13, 2026. No specific compensation metrics or performance changes are detailed in the provided filing excerpt.

  • ·Meeting location: 450 South Orange Avenue, Suite 900, Orlando, Florida 32801, at 8:30 a.m. local time.
  • ·Voting options: proxy card, telephone (1-800-690-6903), internet (www.proxyvote.com).
  • ·Proxy materials and Annual Report on Form 10-K available at www.nnnreit.com/proxyvote.
BAXTER INTERNATIONAL INCDEF 14Aneutralmateriality 7/10

23-03-2026

Baxter International Inc. filed its 2026 proxy statement for the virtual annual stockholder meeting on May 5, 2026, seeking approval to elect nine director nominees, including new CEO Andrew P. Hider (appointed August 2025) and recent addition Michael R. McDonnell, approve 2025 named executive officer compensation on an advisory basis, ratify PricewaterhouseCoopers LLP as auditors for 2026, approve the Second Amended and Restated 2021 Incentive Plan, and amend the Certificate of Incorporation to adjust board size. The proxy highlights board refreshment, diverse skills in healthcare, finance, and operations, and recent strategic actions such as the January 2025 sale of the Kidney Care business. No financial performance declines or flat metrics are detailed in the proxy.

  • ·Record date: March 13, 2026
  • ·Annual meeting: May 5, 2026 at 9:00 a.m. Central Time (virtual at www.virtualshareholdermeeting.com/BAX2026)
  • ·Andrew Hider appointed President and CEO effective August 2025
  • ·Sale of Kidney Care business in January 2025
  • ·Michael McDonnell appointed to Board earlier in 2026
Reliance Global Group, Inc.DEF 14Aneutralmateriality 4/10

23-03-2026

Reliance Global Group, Inc. filed a DEF 14A proxy statement on March 23, 2026, proposing the election of five directors—Ezra Beyman, Alex Blumenfrucht, Scott Korman, Ben Fruchtzweig, and Sheldon Brickman—for a one-year term expiring at the 2027 Annual Meeting. The company engaged Laurel Hill for proxy solicitation services at a cost of $7,000 plus expenses, with costs borne by the company and no additional compensation for officers or directors assisting in solicitation. No financial performance metrics, period-over-period comparisons, or other proposals are detailed in the filing.

  • ·Principal executive offices located at 300 Blvd. of the Americas, Suite 105, Lakewood, NJ 08701.
  • ·Contact for questions: Joel Markovits at (732) 380-4646 or jmarkovits@relianceglobalgroup.com.
  • ·Annual Meeting voting results to be announced within four business days after the meeting.
  • ·No right of appraisal for dissenting stockholders.
Floor & Decor Holdings, Inc.DEF 14Aneutralmateriality 7/10

23-03-2026

Floor & Decor Holdings, Inc. (FND) has issued its DEF 14A proxy statement for the 2026 Annual Meeting on May 6, 2026, seeking shareholder approval to elect 11 directors for one-year terms, with current director Richard Sullivan retiring and not standing for re-election, reducing the board from 12 members. Additional proposals include ratifying Ernst & Young LLP as independent auditors for fiscal 2026, a non-binding say-on-pay vote for NEO compensation in fiscal year ended December 25, 2025, and approving the Amended & Restated 2017 Stock Incentive Plan, with the board recommending FOR all items. No specific financial performance metrics or period-over-period changes are detailed in the filing.

  • ·Annual Meeting: 1:00 P.M. Eastern Time on May 6, 2026, virtually at www.virtualshareholdermeeting.com/FND2026
  • ·Record Date: Close of business on March 16, 2026
  • ·Filing Date: March 23, 2026
  • ·Fiscal Year End referenced: December 25, 2025
  • ·Average director tenure: 8.0 years
  • ·Average director age: 58.9 years
Main Street Capital CORPDEF 14Aneutralmateriality 7/10

23-03-2026

Main Street Capital Corporation's DEF 14A proxy statement, filed March 23, 2026, solicits votes for the 2026 Annual Meeting on May 4, 2026, including election of directors for one year, ratification of Grant Thornton LLP as independent auditors for the year ending December 31, 2026, and an advisory vote on executive compensation. The record date is March 3, 2026, with 90,104,831 shares of common stock outstanding entitling holders to vote. Proxy materials and the Form 10-K for the year ended December 31, 2025, are available at www.mainstcapital.com.

  • ·Annual Meeting location: Hotel Emma, Cellar J, 136 East Grayson Street, San Antonio, Texas 78215, at 9:00 AM local time
  • ·Record date: March 3, 2026
LANDSTAR SYSTEM INCDEF 14Amixedmateriality 6/10

23-03-2026

Landstar System Inc's DEF 14A Proxy Statement for the May 5, 2026 annual meeting seeks to elect 9 directors, ratify KPMG LLP as auditors for FY2026, and approve executive compensation on an advisory basis, amid a prolonged freight downturn navigated with industry-leading 31% trailing 12-month truck turnover at 2025 year-end and record Heavy Haul revenues. Strategic growth areas like Heavy Haul and U.S./Mexico Cross-border now represent ~20% of business, supported by initiatives such as Grow Your Star and AI tools; however, cross-border services faced impacts from geopolitics, tariffs, and trade uncertainties. New directors J. Barr Blanton and Melanie M. Hart joined in October 2025, while Anthony Orlando retires after 11 years of service.

  • ·Record date: March 10, 2026
  • ·Voting deadline: 11:59 p.m. ET on May 4, 2026 (internet/phone)
  • ·Virtual meeting: www.virtualshareholdermeeting.com/LSTR2026 starting 8:45 a.m. ET on May 5, 2026
  • ·New directors appointed: October 2025
GORMAN RUPP CODEF 14Aneutralmateriality 5/10

23-03-2026

The Gorman-Rupp Company's (GRC) DEF 14A proxy statement, filed March 23, 2026, details the 2026 Annual Meeting of Shareholders to be held virtually on April 23, 2026, at 10:00 a.m. ET, with a record date of February 23, 2026. Shareholders will vote on electing nine directors (plurality standard, cumulative voting possible), an advisory approval of named executive officer compensation, and ratification of Ernst & Young LLP as independent auditors for the year ending December 31, 2026. As of the record date, 26,312,842 common shares were outstanding, requiring a quorum of at least 50% of voting power.

  • ·Meeting held virtually only via webcast at www.proxydocs.com/GRC; pre-registration required with control number
  • ·Quorum requires shareholders entitled to at least 50% of voting power
  • ·Broker non-votes have no effect on proposals; Proposal 3 (auditor ratification) is routine, others non-routine
  • ·Proxy materials available at http://www.proxypush.com/GRC
BANK OF AMERICA CORP /DE/DEF 14Apositivemateriality 8/10

23-03-2026

Bank of America's 2026 Proxy Statement proposes the election of 12 incumbent director nominees at the annual meeting, emphasizing robust governance practices including active independent oversight, year-round self-evaluations, and comprehensive director succession planning. CEO Brian Moynihan received $41M in 2025 total compensation, with 3.7% as base salary and 96.3% in equity-based incentives (half PRSUs tied to three-year performance metrics, 30% CRSUs, 20% TRSUs), reflecting strong performance under Responsible Growth tenets. Shareholder engagement and 2025 Say on Pay results indicate continued support for the pay-for-performance philosophy and program design.

  • ·All 12 director nominees were elected at the 2025 annual meeting and serve until the 2027 annual meeting.
  • ·Board committees: Audit (AC), Corporate Governance (CGC), Compensation and Human Capital (CHCC), Enterprise Risk (ERC).
  • ·50% of net after-tax shares from CEO equity awards retained until one year after retirement.
SUPERIOR GROUP OF COMPANIES, INC.DEF 14Apositivemateriality 6/10

23-03-2026

Superior Group of Companies, Inc. (SGC) filed its DEF 14A proxy statement ahead of its annual shareholder meeting, detailing robust 2025 shareholder engagement with nearly 90 interactions, 9 investor conferences (5 webcast), and 2 non-deal roadshows. The Board held 5 meetings with 100% attendance at the 2025 annual meeting and at least 75% attendance overall, while committees met as follows: Audit (6 times), Compensation (2 times), Corporate Governance/Nominating/Ethics (5 times), Capital (5 times), and Executive (0 formal meetings). Venita Fields will not stand for re-election due to the mandatory director retirement policy.

  • ·All Board members attended the 2025 annual shareholder meeting.
  • ·Board determined independence for Paul Mellini, Todd Siegel, Venita Fields, Loreen Spencer, Susan Lattmann; Andrew D. Demott, Jr. expected independent April 1, 2026.
  • ·Loreen Spencer qualifies as audit committee financial expert.
  • ·All committees conduct annual self-evaluations.
  • ·Corporate Governance, Nominating & Ethics Committee oversees corporate social responsibilities (CSR).
ITRON, INC.DEF 14Aneutralmateriality 5/10

23-03-2026

Itron, Inc. (ITRI) filed its DEF 14A proxy statement on March 23, 2026, for the virtual Annual Meeting of Shareholders on May 7, 2026, at 9:00 a.m. PT, with record date March 3, 2026 (44,319,803 common shares outstanding). Shareholders will vote on electing five directors (two for two-year terms ending 2028, three for three-year terms ending 2029), advisory approval of named executive officer compensation for FY 2025 ended December 31, 2025, and ratification of Deloitte & Touche LLP as independent auditor for FY 2026. No financial performance metrics or period comparisons are detailed in the filing.

  • ·Meeting held virtually via www.virtualshareholdermeeting.com/ITRI2026; 16-digit control number required for entry.
  • ·Directors and executives intend to vote in favor of all three proposals.
  • ·Annual Report for FY 2025 available at https://materials.proxyvote.com; proxy materials accessible online.
TYLER TECHNOLOGIES INCDEF 14Aneutralmateriality 7/10

23-03-2026

Tyler Technologies, Inc. (TYL) issued its definitive proxy statement (DEF 14A) for the 2026 Annual Meeting of Shareholders, to be held virtually on May 5, 2026, at 9:00 a.m. Central Time, with a record date of March 13, 2026. Shareholders are asked to elect eight directors, approve an advisory resolution on executive compensation, ratify the selection of independent auditors for fiscal year 2026, and vote on a shareholder proposal regarding political spending. The filing includes references to 2025 business highlights and executive compensation data across 2021-2025, though specific metrics are not detailed in the provided content.

  • ·Annual meeting location: www.virtualshareholdermeeting.com/TYL2026
  • ·Enclosed 2025 Annual Report referenced but not part of proxy solicitation
  • ·XBRL tags indicate Pay vs Performance and compensation tables for PEO and Non-PEO NEOs covering fiscal years 2021-2025
STRYKER CORPDEF 14Aneutralmateriality 7/10

23-03-2026

Stryker Corporation's DEF 14A Proxy Statement for the 2026 Annual Meeting of Shareholders, to be held virtually on May 6, 2026 at 12:00 p.m. ET, seeks approval to elect 10 directors (including CEO Kevin A. Lobo and 9 independents), ratify Ernst & Young LLP as independent auditors for 2026, and conduct an advisory vote on named executive officer compensation. The Board highlights strong governance practices, including annual elections, majority voting, a robust Lead Independent Director role, and all-independent committees. Shareholders of record as of March 9, 2026 are eligible to vote.

  • ·Record date for voting eligibility: March 9, 2026
  • ·Virtual meeting platform: www.virtualshareholdermeeting.com/SYK2026
  • ·Proxy materials and 2025 Form 10-K available at www.proxymaterials.stryker.com
  • ·All directors except CEO are independent; committees fully independent with multiple audit committee financial experts
CROWN HOLDINGS, INC.DEF 14Aneutralmateriality 7/10

23-03-2026

Crown Holdings, Inc. (CCK) filed its DEF 14A Proxy Statement for the fiscal year ended December 31, 2025, ahead of the 2026 Annual Meeting on April 30, 2026, with a record date of March 10, 2026, when 112,241,962 shares of Common Stock were outstanding. The Board highlights executive compensation best practices, including majority performance-based pay, clawback policies, and no hedging/pledging, while recommending FOR votes on director elections, PwC auditor ratification for 2026, and Say-on-Pay, but AGAINST a shareholder proposal by John Chevedden on right to act by written consent. No financial performance metrics are disclosed, focusing instead on governance and voting procedures.

  • ·Annual Meeting location: Tampa Marriott Water Street, 505 Water Street, Tampa, Florida, at 9:30 a.m. Eastern Time.
  • ·Voting deadline: 11:59 p.m. Eastern Time, April 29, 2026.
  • ·Board requires majority support for uncontested director nominees, with resignation policy if not achieved.
Phillips Edison & Company, Inc.DEF 14Apositivemateriality 7/10

23-03-2026

Phillips Edison & Company, Inc. (PECO) filed its 2026 proxy statement for the annual meeting on May 12, 2026, highlighting strong 2025 performance including Core FFO per share of $2.60 (7.0% YoY growth), same-center NOI growth of 3.8%, leased portfolio occupancy above 97%, and approximately $400M in gross asset acquisitions. Stockholders of record as of March 13, 2026, will vote on director elections, an advisory resolution on executive compensation, and ratification of the independent auditor. No declines or flat metrics were reported in the performance highlights.

  • ·Annual Meeting: Tuesday, May 12, 2026, at 12:00 p.m. Eastern Time via live webcast at www.virtualshareholdermeeting.com/PECO2026
  • ·Record Date: March 13, 2026
  • ·Proxy materials mailing: on or about March 23, 2026
  • ·Voting deadline: 11:59 p.m. Eastern Time on May 11, 2026

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