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US Executive Compensation Proxy SEC Filings — March 27, 2026

Executive Compensation Insights

50 high priority50 total filings analysed

Executive Summary

Across 50 DEF 14A proxy statements filed around March 27, 2026, for US companies' 2026 annual meetings (mostly May-June), overarching themes include robust 2025 performance highlights in ~25 filings with average YoY revenue growth of ~10% (range 4-32%), dividend increases in 6 companies (e.g., PepsiCo's 54th consecutive, CRH +6%), and capital returns via buybacks ($400M Indivior, $1.2B CRH), signaling management confidence amid mixed sentiment (20 positive, 15 neutral, 10 mixed, 5 unspecified). Period-over-period trends show revenue expansion in sectors like REITs (Public Storage $4.8B record), tech/biotech (Teradyne $3.19B, Nurix $84M collab revenue), and industrials (Everus +32% to $3.75B), but margin pressures or sales declines in 8 cases (e.g., GrafTech -6% sales, Haverty net income -1.1%). Insider activity is limited but notable prohibitions on hedging/pledging in 5 filings (Southwest, Ford), high ownership in family-controlled firms (Tootsie Roll Class B dominance, PC Connection 56.6%), and no widespread selling patterns. Forward-looking catalysts cluster in May 2026 meetings for director elections, say-on-pay votes (all advisory), and auditor ratifications, with strategic shifts like PepsiCo portfolio reshaping and IDEXX CEO transition. Portfolio-level, bullish signals dominate consumer/industrial names with TSR outperformance (W.P. Carey +25%), while energy shows modest growth (Murphy Oil +3% production); implications favor long positions in high-growth outperformers pre-meeting voting risks.

Tracking the trend? Catch up on the prior US Executive Compensation Proxy SEC Filings digest from March 25, 2026.

Investment Signals(12)

  • 54th consecutive dividend increase effective June 2026, new director with Yum! experience, positive sentiment on portfolio reshaping

  • Net revenue +4% YoY to $1.24B, Adjusted EBITDA +20% to $428M (500 bps margin expansion), $400M share repurchase authorized

  • Revenues +5% YoY to $37.4B, Adjusted EBITDA +11% to $7.7B, dividends +6% to $1.48/share despite buyback decline

  • Operating revenues +9.7% YoY ($72.1M), diluted EPS +15.4%, 33rd consecutive dividend increase, ClearPoint acquisition

  • AFFO/share +5.7% to $4.97, total shareholder return +25% outperforming MSCI US REIT index, $3.62/share dividends

  • Revenues +32% YoY to $3.75B, net income +41% to $201.8M, EBITDA +38% to $319.8M, record $3.23B backlog

  • Record $4.8B revenues, $3.5B NOI, RevPAF $20.74 (highest among peers), NEO comp 101% payout on 100% TSR achievement

  • Net sales +10% YoY to $4.1B, net income +32% to $188M, EBITDA +20% to $412M, op margin +100 bps to 6.8%

  • $3.19B revenue driven by AI semiconductor test growth, Robotics 3Q sequential revenue gains, restructuring for cost cuts

  • $592.9M cash post-$250M offering, $84M collab revenue, bexobrutideg 83% ORR in CLL trials, Phase 3 oncology/I&I 2026

  • Sales -6% YoY to $504.1M, net loss widened to $219.8M from $131.2M, EBITDA negative -$9.1M

  • AIP payouts 152-154% of target in 2025 (revenue +7%) but below target 2022-2024 due to mortgage weakness

Risk Flags(10)

  • Production +3% YoY to 182 MBOEPD modest, 2/3 Côte d’Ivoire wells non-commercial, mixed sentiment

  • AIP below target 2022-2024 amid mortgage declines, LTI cycles underperformed despite 2025 record $6.075B revenue

  • Loss widened 67% YoY to $219.8M, sales -6%, Adj EBITDA turned negative from +$1.6M, capacity utilization only 63%

  • Declined 1.1% YoY despite +5% sales to $759M, comp sales +2.1% flat amid housing slowdown

  • U.S. same-store clinical visits -2% despite 10% revenue growth, CEO Mazelsky stepping down May 2026

  • 3 fatalities in 2025 despite efforts, buybacks down YoY to $1.2B from $1.3B

  • Class B shares (31M) hold 88% voting power (311M votes vs 42M Class A), family dominance

  • Gaia Inc/Control[GOVERNANCE RISK]

    Jirka Rysavy holds all Class B (10x votes) +291k Class A, sufficient to approve all proposals unilaterally

  • Chair owns 54.6% shares, directors/execs 56.6%, high insider control risk

  • US Lime & Minerals/Concentration[GOVERNANCE RISK]

    Inberdon owns 61.58% shares, limiting shareholder influence

Opportunities(10)

Sector Themes(6)

  • Revenue Growth in Industrials/REITs

    12/50 companies (e.g., Everus +32%, Public Storage record $4.8B, LCI +10%) avg +12% YoY, signaling capex cycle strength vs broader market

  • Dividend Resilience Consumer Staples/Energy

    6 firms (PepsiCo 54th, Community 33rd, CRH +6%) raised payouts amid steady returns ($286M Murphy, $1.2B CRH buybacks); defensive yield play

  • Mixed Energy Performance

    4 oil/energy (Murphy +3% prod but well failures, GrafTech sales -6%/losses widen); modest growth + exploration risks warrant selectivity

  • Biotech/Tech Clinical Momentum

    4 names (Nurix 83% ORR/Phase 3, Teradyne AI-driven, IDEXX 10% growth despite -2% visits); innovation catalysts for 2026 outperformance

  • High Insider Control Small Caps

    8 filings (Tootsie Class B dominance, PC Connection 56%, USLM 62%) show family/insider voting power >50%, potential for aligned but illiquid strategies

  • CEO Transitions/Refresh

    5 cases (IDEXX May 2026, Bed Bath CEO Jan 2026, Equifax enhanced LTI); monitor execution risks/rewards pre-meetings

Watch List(8)

Filing Analyses(50)
Atomera IncDEF 14Aneutralmateriality 6/10

27-03-2026

Atomera Inc's DEF 14A proxy statement outlines the virtual Annual Meeting on May 12, 2026, seeking votes to elect five directors, ratify CBIZ CPAs P.C. as independent auditor for fiscal year ending December 31, 2026, approve an amendment increasing authorized common stock to 95 million shares, and provide advisory approval of named executive officer compensation. As of the March 13, 2026 record date, 38,722,969 shares of common stock were outstanding, requiring a quorum of 12,906,366 shares (one-third). No financial performance metrics or period-over-period comparisons are detailed in the provided filing content.

  • ·Annual Meeting is virtual via live webcast at www.virtualshareholdermeeting.com/ATOM2026, starting at 9:00 a.m. Pacific Time on May 12, 2026.
  • ·Record date for shareholders entitled to vote: March 13, 2026.
  • ·Voting methods for record holders: Internet (www.proxyvote.com), mail, or phone (1-800-690-6903); closes 11:59 p.m. Eastern Time on May 11, 2026.
  • ·Proposal No. 1 (director election) and No. 4 (say-on-pay) are non-routine; Proposals No. 2 (auditor ratification) and No. 3 (authorized shares) are routine.
  • ·Former company name: Mears Technologies Inc. (changed December 6, 2007).
TOOTSIE ROLL INDUSTRIES INCDEF 14Aneutralmateriality 5/10

27-03-2026

Tootsie Roll Industries, Inc. has filed a definitive proxy statement for its Annual Meeting of Shareholders on May 6, 2026, at 12:00 noon EDT in Richmond, Virginia, seeking approval to elect six incumbent directors (including Chairman and CEO Ellen R. Gordon and family members Karen G. Mills and Virginia L. Gordon), ratify Grant Thornton LLP as independent auditors for fiscal 2026, and approve executive compensation for fiscal 2025 on a non-binding advisory basis. As of the record date March 5, 2026, 41,822,917 shares of Common Stock (1 vote each) and 31,163,713 shares of Class B Common Stock (10 votes each) were outstanding, providing Class B shares with dominant voting power at 311,637,130 votes. The proxy highlights director independence for four non-management members and standard voting procedures.

  • ·Meeting requires plurality vote for directors; approval of auditor ratification and exec comp requires majority of votes cast for vs against.
  • ·Directors serve until 2027 Annual Meeting.
  • ·Audit Committee members: Michael A. Chodos, Lana Jane Lewis-Brent, Paula M. Wardynski.
  • ·Compensation Committee members: Michael A. Chodos, Lana Jane Lewis-Brent, Paula M. Wardynski.
  • ·Non-management directors (except Virginia L. Gordon) deemed independent under NYSE standards.
MARRIOTT INTERNATIONAL INC /MD/DEF 14Aneutralmateriality 7/10

27-03-2026

Marriott International, Inc. has issued its 2026 Proxy Statement for the virtual Annual Meeting on May 8, 2026, at 8:30 a.m. ET, where shareholders of record as of March 11, 2026, will vote on electing 12 director nominees (Board recommends FOR each), ratifying Ernst & Young LLP as independent auditors for fiscal year 2026 (FOR), and an advisory vote to approve executive compensation (FOR). As of the record date, 264,931,993 shares of Class A common stock were outstanding, each entitled to 10 votes. No financial performance metrics or period-over-period comparisons are discussed in this procedural filing.

  • ·Annual Meeting access: www.virtualshareholdermeeting.com/MAR2026; requires control number.
  • ·Voting methods: Internet (www.proxyvote.com), phone, mail, or online during meeting; deadline May 7, 2026, 11:59 p.m. ET for phone/Internet.
  • ·Retirement Plan voting instructions due by May 5, 2026, 11:59 p.m. ET.
  • ·Director election: majority of votes cast (FOR > AGAINST); abstentions and broker non-votes have no effect.
  • ·Ratification and say-on-pay: majority of shares present and entitled to vote; abstentions count as AGAINST.
PEPSICO INCDEF 14Apositivemateriality 8/10

27-03-2026

PepsiCo's 2026 Proxy Statement invites shareholders to the virtual Annual Meeting on May 6, 2026, to vote on electing 13 director nominees, including new candidate David W. Gibbs with extensive experience from Yum! Brands, while noting that two directors, Segun Agbaje and Dr. David C. Page, are not standing for re-election as part of ongoing Board refreshment. The company announced its 54th consecutive annualized dividend per share increase, effective with the June 2026 payment, alongside strategic updates on portfolio reshaping, operational integration, and sustainability efforts via PepsiCo Positive (pep+). Other votes include ratifying KPMG LLP as auditors and advisory approval of executive compensation, with recommendations FOR on company proposals and AGAINST on shareholder proposals.

  • ·Annual Meeting: Wednesday, May 6, 2026 at 9:00 a.m. Eastern Daylight Time, virtual at www.virtualshareholdermeeting.com/PEP2026
  • ·Record Date: Close of business on February 26, 2026
  • ·Voting Recommendations: FOR election of 13 directors (page 11), FOR ratification of KPMG LLP (page 45), FOR advisory approval of executive compensation (page 48), AGAINST shareholder proposals 4-6 (page 88)
Blackstone Real Estate Income Trust, Inc.DEF 14Apositivemateriality 7/10

27-03-2026

Blackstone Real Estate Income Trust, Inc. (BREIT)'s 2026 proxy statement details its corporate governance framework, including the Code of Business Conduct and Ethics, Corporate Governance Guidelines, stockholder nomination policies, and insider trading policy, with a majority independent board and a dedicated Affiliate Transaction Committee. It emphasizes Blackstone's sustainability integration, human capital development (e.g., BX Curriculum, Conscious Inclusion training with 64% workforce participation), and community engagement via programs like Blackstone Connects (87% employee participation) and BX Impact (100% U.S. portfolio company engagement in 2025). No material declines or flat metrics are reported.

  • ·Insider trading policy filed with 10-K for year ended December 31, 2024.
  • ·Stockholder proposals for 2027 Annual Meeting subject to bylaws' advance notice requirements.
  • ·BREIT produced a 2025 Sustainability Report with TCFD-aligned disclosures.
  • ·Blackstone is a signatory to Principles for Responsible Investment (PRI) and member of Business for Social Responsibility (BSR) and ILPA Diversity in Action Initiative.
MURPHY OIL CORPDEF 14Amixedmateriality 7/10

27-03-2026

Murphy Oil Corporation's 2026 Proxy Statement highlights strong 2025 operational performance, including average production of 182 MBOEPD (up from 177 MBOEPD in 2024), a 20% year-over-year reduction in LOE/BOE to $10.89, 103% reserve replacement with 715 MMBOE proved reserves, and $1.2B in cash from continuing operations, of which $301.3M was free cash flow with $286M returned to shareholders. Key successes included multiple oil discoveries in Vietnam and the U.S. Gulf of America, alongside financial strengthening via RCF upsizing to $2.00B and $500M notes issuance. However, production growth was modest at approximately 3% YoY, and two of three exploration wells in Côte d’Ivoire delivered non-commercial results.

  • ·U.S. Gulf of America offshore production: 63 MBOEPD in 2025
  • ·Canada offshore production: 7 MBOEPD in 2025
  • ·Vietnam Hai Su Vang resource potential: toward higher end of 170 to 430 MMBOE range
  • ·Acquired 14 blocks in Gulf of America lease sale in December 2025
  • ·Lac Da Vang first oil on track for Q4 2026
  • ·Two non-commercial wells in Côte d’Ivoire three-well exploration program
  • ·Annual meeting scheduled for May 13, 2026
EQUIFAX INCDEF 14Amixedmateriality 8/10

27-03-2026

Equifax's 2026 Proxy Statement details 2025 record revenue of $6.075 billion, up 7% YoY from 2024, and adjusted EPS of $7.65, up 5% YoY, resulting in AIP payouts of 152.1% of target for CEO Mark W. Begor and 154.5% average for other NEOs amid U.S. mortgage and hiring market weakness. However, AIP payouts were below target in 2022-2024 due to unprecedented U.S. mortgage declines and macroeconomic challenges, with 2022-2024 LTI cycles (TSR and Adjusted EBITDA performance shares) also paying out below target. The filing nominates 10 directors for election, highlights board refreshment with 9/10 independent nominees, and outlines governance practices including separate CEO/Chairman roles and shareholder engagement with 55% of shares.

  • ·Shareholder outreach post-2025 Annual Meeting engaged investors holding 55% of outstanding shares, discussing compensation, governance, AI oversight, and consumer initiatives.
  • ·Compensation Committee approved 2025 CEO arrangement with enhanced retentive elements and increased target LTI opportunity; 2026 changes include 5-year LTI horizon and flat CEO pay.
  • ·Governance highlights: Director stock ownership 5x retainer (independents), 6x/3x base salary (CEO/other execs); limits on outside boards; no poison pill; proposal to lower special meeting threshold to 25%.
  • ·Operates or invests in 24 countries across North America, Central/South America, Europe, Asia Pacific.
Trilogy Metals Inc.DEF 14Aneutralmateriality 4/10

27-03-2026

Trilogy Metals Inc. has filed a definitive proxy statement (DEF 14A) for its Annual Meeting of Shareholders on May 13, 2026, at 10:00 a.m. Vancouver time, where shareholders will receive the audited consolidated financial statements for the fiscal year ended November 30, 2025, elect directors, appoint auditors, and vote on a non-binding advisory resolution approving Named Executive Officer compensation. The record date is March 20, 2026, with 172,545,639 Common Shares outstanding, entitling holders to one vote per share. Proxies must be received by May 11, 2026, at 10:00 a.m. Vancouver time.

  • ·Quorum at the Meeting requires two or more persons representing at least 5% of Common Shares entitled to vote.
  • ·Proxy submission options include delivery to Computershare Toronto office, fax (416-263-9524 or 1-866-249-7775), telephone (1-866-732-8683 or (312) 588-4290), or internet.
  • ·Meeting materials available on company website (www.trilogymetals.com), SEDAR+ (www.sedarplus.ca), and EDGAR (www.sec.gov).
Nurix Therapeutics, Inc.DEF 14Apositivemateriality 8/10

27-03-2026

Nurix Therapeutics' proxy statement features a CEO letter highlighting 2025 clinical advancements, including bexobrutideg's 83.0% ORR, 22.1-month median PFS, and 20.1-month median DOR in heavily pretreated CLL patients from Phase 1a/1b trials, with pivotal DAYBreak-201 Phase 2 and planned DAYBreak-306 Phase 3 studies underway. The company ended FY2025 with $592.9 million in cash, cash equivalents, and marketable securities after a $250.0 million offering, recognized $84.0 million in collaboration revenue from partners like Gilead, Sanofi, and Pfizer, and remains eligible for up to $6.1 billion in future milestones plus royalties. 2026 priorities focus on advancing bexobrutideg to Phase 3 in oncology, expanding into I&I indications, and progressing partnered programs like STAT6 and IRAK4 degraders.

  • ·Annual Meeting scheduled for May 15, 2026 at 9:00 a.m. PT via virtual webcast at www.virtualshareholdermeeting.com/NRIX2026
  • ·Stockholders of record as of March 20, 2026 entitled to vote
  • ·Agenda: Elect three Class III directors for three-year terms; Ratify PricewaterhouseCoopers LLP as independent auditors for FY ending November 30, 2026; Advisory approval of named executive officer compensation
BED BATH & BEYOND, INC.DEF 14Aneutralmateriality 6/10

27-03-2026

Bed Bath & Beyond's 2026 Proxy Statement outlines Proposal 1 for the election of seven director nominees at the annual meeting: Marcus A. Lemonis (Chairman since 2023, Executive Chairman since 2024, CEO since January 1, 2026), Joanna C. Burkey, Barclay F. Corbus, William B. Nettles, Jr., Debra G. Perelman, Dr. Robert J. Shapiro, and Joseph J. Tabacco, Jr., each to serve until the 2027 annual meeting. The company will engage Georgeson LLC for proxy solicitation services at an anticipated cost of $16,500 plus reimbursements. Proxy materials and the 2025 Form 10-K are available online at investors.beyond.com or by request to Investor Relations.

  • ·Proxy solicitation costs borne by the company, with reimbursements to brokers and use of officers/directors/employees without additional compensation.
  • ·Investor Relations contact: ir@beyond.com or Bed Bath & Beyond, Inc., Attention: Investor Relations, 433 Ascension Way, 3rd Floor, Murray, Utah 84123.
  • ·Proxy solicitor contact: Georgeson LLC at (866) 510-7490.
  • ·Meeting results to be reported in Form 8-K within four business days.
SOUTHWEST AIRLINES CODEF 14Aneutralmateriality 6/10

27-03-2026

Southwest Airlines Co's 2026 DEF 14A Proxy Statement discloses XBRL-tagged executive compensation data for Principal Executive Officers (PEOs) Robert E. Jordan and Gary C. Kelly across 2021-2025, including equity awards, fair value changes, and adjustments for PEO and Non-PEO NEOs. The filing confirms 491,075,748 shares of common stock outstanding as of the March 11, 2026 record date and outlines insider trading policies prohibiting hedging, short sales, pledging, and margin accounts. It also begins disclosure of security ownership for 5%+ beneficial owners as of February 28, 2026.

  • ·Company’s Insider Trading Policy prohibits hedging, monetization transactions, short sales, and derivatives involving Company securities for Directors, officers, Employees, consultants, designees, spouses, and household members.
  • ·Directors and officers prohibited from holding Company securities in margin accounts or pledging as collateral for loans.
  • ·Disclosure of Security Ownership of Certain Beneficial Owners (more than 5% of common stock) as of February 28, 2026.
INDIVIOR PLCDEF 14Apositivemateriality 8/10

27-03-2026

Indivior delivered solid 2025 financial results with total net revenue up 4% YoY to $1.24 billion, driven by U.S. SUBLOCADE net revenue growth of 13% to a record $856 million. GAAP net income increased 30x to $210 million from 2024, and Adjusted EBITDA rose 20% YoY to $428 million with a 500 bps margin expansion to 35%. The company completed Phase I of the Indivior Action Agenda, strengthened its balance sheet with 0.7x net leverage, resolved the legacy DOJ matter, and authorized a $400 million share repurchase program, positioning for Phase II acceleration in 2026 ahead of the May 13, 2026 Annual Meeting.

  • ·Annual Meeting: May 13, 2026 at 10:00 a.m. ET (virtual at www.virtualshareholdermeeting.com/INDV2026)
  • ·Record Date: March 18, 2026
  • ·Proposals: Elect 8 directors; Advisory vote on say-on-pay; Advisory vote on say-on-frequency (1 year); Ratify PwC as auditor for FY ending Dec 31, 2026
  • ·Net leverage: 0.7x at year-end 2025
  • ·Resolved legacy DOJ matter
CRH PUBLIC LTD CODEF 14Amixedmateriality 8/10

27-03-2026

CRH reported record 2025 financial results with total revenues up 5% YoY to $37.4 billion, net income up 8% to $3.8 billion, Adjusted EBITDA up 11% to $7.7 billion, and Diluted EPS up 10% to $5.51. The company deployed $4.1 billion in acquisitions including the $2.1 billion Eco Material Technologies deal, raised dividends 6% to $1.48 per share, and repurchased shares for $1.2 billion (down from $1.3 billion in 2024). However, CRH recorded three fatalities in 2025 despite safety efforts, and share buyback spending and volume declined YoY.

  • ·2026 AGM scheduled for May 7, 2026 at 11:00 a.m. (Dublin) at the Royal Marine Hotel, Dun Laoghaire, Co. Dublin, Ireland.
  • ·Share price increased from $92.52 (Dec 31, 2024) to $124.80 (Dec 31, 2025).
  • ·Proxy materials available beginning March 27, 2026 at www.envisionreports.com/CRH.
FORD MOTOR CODEF 14Aneutralmateriality 6/10

27-03-2026

Ford Motor Co's 2026 DEF 14A Proxy Statement details corporate governance practices, including board oversight of risks such as cybersecurity via memberships in ISACs, audit committee financial expertise led by John B. Veihmeyer, and a 2025 compensation risk assessment concluding no material adverse risks from executive pay policies. The Compensation, Talent and Culture Committee manages executive compensation with features like performance-based equity, capped payouts, stock ownership goals, and prohibitions on hedging/pledging; it transitioned consultants from Semler Brossy to Pay Governance in July 2025. No quantitative financial metrics or period-over-period comparisons are provided in the filing excerpt.

  • ·Annual shareholder meeting scheduled for May 14, 2026
  • ·Lead audit partner rotated every five years
  • ·Officers prohibited from hedging Ford common stock or pledging in brokerage margin accounts; other pledges require CEO and General Counsel approval and must exceed stock ownership guidelines
  • ·Directors prohibited from hedging/pledging under 2024 Stock Plan for Non-Employee Directors
ADTRAN Holdings, Inc.DEF 14Aneutralmateriality 7/10

27-03-2026

ADTRAN Holdings, Inc. (ADTN) filed its DEF 14A Proxy Statement on March 27, 2026, for the virtual 2026 Annual Meeting of Stockholders on May 13, 2026, at 10:30 a.m. CT. Shareholders will vote on electing six directors, approving an amendment to the Amended and Restated Certificate of Incorporation to limit certain officer liability and make other changes to Section 7.1, an advisory vote on named executive officer (NEO) compensation, and ratifying PricewaterhouseCoopers LLP as the independent auditor for fiscal year ending December 31, 2026. The record date is March 16, 2026.

  • ·Virtual meeting access: www.virtualshareholdermeeting.com/ADTN2026 (log in by 10:15 a.m. CT)
  • ·Voting deadline for mailed proxies: May 12, 2026 (May 10, 2026 for 401(k) plan shares)
  • ·Proxy materials available at https://materials.proxyvote.com/00486H
Pediatrix Medical Group, Inc.DEF 14Aneutralmateriality 7/10

27-03-2026

Pediatrix Medical Group, Inc. issued its 2026 Proxy Statement (DEF 14A) dated March 27, 2026, soliciting proxies for the virtual annual shareholders' meeting on May 7, 2026, at 10:30 a.m. ET to elect nine directors, ratify PricewaterhouseCoopers LLP as independent auditors for fiscal 2026, conduct an advisory vote on 2025 named executive officer compensation, and approve the Second Amended and Restated Incentive Compensation Plan. The record date for shareholders is March 9, 2026, with proxy materials provided via E-Proxy Notice. The filing includes pay versus performance disclosures referencing Principal Executive Officer (PEO) Dr. Swift and prior PEO Mr. Ordan, but no specific compensation figures or period-over-period changes are detailed in the provided content.

  • ·Annual meeting registration deadline: May 5, 2026, at 5:00 p.m. ET at https://proxydocs.com/MD
  • ·Meeting address/reference: 1301 Concord Terrace, Sunrise, Florida 33323-2825
  • ·Fiscal year references: Compensation for 2025 fiscal year; auditors for 2026 fiscal year
TERADYNE, INCDEF 14Apositivemateriality 8/10

27-03-2026

Teradyne reported 2025 revenue of $3.19 billion, with significant growth in the Semiconductor Test segment driven by AI demand in networking and VIP compute solutions, growth in the new Product Test segment from defense and aerospace strength, and stable memory test revenue supported by share gains. The Robotics segment achieved three consecutive quarters of sequential revenue growth ending Q4 2025, while implementing restructuring for cost reductions. This proxy statement for the May 8, 2026 Annual Meeting seeks election of nine director nominees, advisory approval of 2025 named executive officer compensation aligned with performance, and ratification of PricewaterhouseCoopers LLP as independent auditors for fiscal 2026.

  • ·Annual Meeting date and time: May 8, 2026 at 10:00 A.M. Eastern Time
  • ·Annual Meeting location: 600 Riverpark Drive, North Reading, Massachusetts 01864
  • ·Shareholder record date: March 13, 2026
  • ·Nine director nominees proposed for election
  • ·New business segments: Product Test created effective March 2025; focus on AI-driven semiconductor testing and strategic partnerships in Robotics
GRAFTECH INTERNATIONAL LTDDEF 14Amixedmateriality 8/10

27-03-2026

GrafTech International Ltd.'s 2026 proxy statement highlights 2025 operational improvements including a 6% YoY increase in sales volume to 109.2 thousand MT, 15% higher production volume to 112.3 thousand MT, and capacity utilization rising to 63% from 55%. However, financial performance deteriorated with net sales down 6% to $504.1 million from $538.8 million, net loss widening to $219.8 million from $131.2 million, Adjusted Net Loss increasing to $167.1 million from $106.1 million, and Adjusted EBITDA turning negative at -$9.1 million from $1.6 million in 2024. Stockholders are asked to vote on electing two directors, ratifying Deloitte & Touche LLP as auditors for 2026, and approving executive compensation at the virtual annual meeting on May 7, 2026.

  • ·Annual Meeting: May 7, 2026, 8:00 a.m. ET, virtual at meetnow.global/MY4U2XV
  • ·Record Date: March 9, 2026
  • ·Proposals: (1) Elect two directors for three-year term; (2) Ratify Deloitte & Touche LLP; (3) Advisory approval of NEO compensation
COMMUNITY FINANCIAL SYSTEM, INC.DEF 14Apositivemateriality 8/10

27-03-2026

Community Financial System, Inc. reported strong 2025 performance with total operating revenues up $72.1 million or 9.7% YoY, diluted GAAP EPS up $0.53 or 15.4%, diluted operating EPS up $0.59 or 16.2%, and operating pre-tax pre-provision net revenue per share up $0.79 or 15.3%; banking saw over 22% growth in operating pre-tax income after opening 15 branches and acquiring 7 from Santander Bank. The company announced a January 2026 agreement to acquire ClearPoint Federal Bank & Trust and made a minority investment in Leap Holdings, Inc., while increasing dividends 2.2% for the 33rd consecutive year. The proxy seeks shareholder approval for electing 12 directors, advisory vote on executive compensation, and ratification of PricewaterhouseCoopers LLP as auditors for 2026.

  • ·Annual meeting virtually on May 20, 2026 at 12:00 p.m. EDT; record date March 23, 2026.
  • ·Board added John A. Vaccaro in October 2025 and Brenda M. Hall in March 2026.
  • ·Net interest income increased for 19th consecutive year; recognized by Forbes as one of America’s Best Banks.
W. P. Carey Inc.DEF 14Apositivemateriality 8/10

27-03-2026

W. P. Carey Inc. reported strong 2025 performance including record investment volume of $2.1 billion, AFFO per share growth of 5.7% to $4.97, total shareholder return of 25% outperforming the MSCI US REIT index, $3.62 per share cash dividends, and $2.2 billion liquidity. The proxy statement outlines the virtual annual meeting on June 11, 2026, to elect nine directors, approve executive compensation advisory votes (annually recommended), and ratify PricewaterhouseCoopers LLP as auditors. Governance highlights feature an independent Chair, annual elections, robust stock ownership guidelines, and low 5% voluntary employee turnover.

  • ·Annual meeting date: June 11, 2026, 1:30 p.m. Eastern Time, virtual-only at www.virtualshareholdermeeting.com/WPC2026
  • ·Record date for voting: March 23, 2026
  • ·Proxy materials first made available: April 3, 2026
  • ·All current directors attended 75% or more of meetings in 2025
ESCALADE INCDEF 14Aneutralmateriality 5/10

27-03-2026

Escalade Incorporated's DEF 14A proxy statement solicits votes for the Annual Meeting on May 5, 2026, with 13,696,311 common shares outstanding as of the February 24, 2026 record date. Proposal 1 seeks election of five directors: Richard Baalmann, Jr., Katherine F. Franklin, Walter P. Glazer, Jr., Patrick J. Griffin, and Edward E. Williams. Directors and executive officers as a group beneficially own 4,559,896 shares (33.14%), led by Patrick J. Griffin at 2,815,471 shares (20.55%), with no other notable changes or performance metrics reported.

  • ·Annual Meeting at 8:00 a.m. Central Daylight Savings Time on May 5, 2026.
  • ·Record date: February 24, 2026.
  • ·Proxy materials mailed on or about March 27, 2026.
Dine Brands Global, Inc.DEF 14Aneutralmateriality 7/10

27-03-2026

Dine Brands Global, Inc. (DIN) filed its DEF 14A Proxy Statement on March 27, 2026, for the 2026 Annual Meeting of Stockholders, proposing the election of 10 directors, ratification of KPMG LLP as independent auditor for the fiscal year ending January 3, 2027, advisory approval of named executive officer compensation, and competing advisory votes on special meeting thresholds at 25% (board-supported) versus 15% (stockholder proposal) ownership. The Board recommends FOR Proposals 1-4 and AGAINST Proposal 5. As of the March 18, 2026 record date, there were 12,980,318 shares of common stock outstanding.

  • ·Voting deadline: 11:59 p.m. Eastern Time on May 13, 2026
  • ·Quorum requires majority of voting power of capital stock present or by proxy
  • ·Director election by majority of votes cast; abstentions and broker non-votes have no effect
  • ·Proposals 2-5 require majority of voting power present or represented by proxy
Avantor, Inc.DEF 14Aneutralmateriality 6/10

27-03-2026

Avantor, Inc. (AVTR) filed its DEF 14A definitive proxy statement on March 27, 2026, in advance of its annual shareholder meeting on May 7, 2026. The document provides XBRL-tagged disclosures on executive compensation under pay versus performance rules, covering Principal Executive Officers Emmanuel Ligner and Michael Stubblefield for fiscal years 2021-2025, including adjustments for equity awards, pensions, dividends, and fair value changes. No specific compensation amounts, performance metrics, or period-over-period changes are numerically detailed in the provided filing excerpt.

  • ·Annual shareholder meeting date: May 7, 2026
  • ·Fiscal year end: December 31
  • ·Company address: Radnor Corporate Center, Building One, Suite 200, 100 Matsonford Road, Radnor, PA 19087
  • ·EIN: 822758923
  • ·Standard Industrial Classification: Laboratory Analytical Instruments [3826]
AMPCO PITTSBURGH CORPDEF 14Aneutralmateriality 5/10

27-03-2026

Ampco-Pittsburgh Corporation's DEF 14A proxy statement, filed March 27, 2026, outlines the Annual Meeting on May 8, 2026, to elect J. Brett McBrayer and Darrell L. McNair as directors for terms expiring in 2029, conduct a non-binding advisory vote on named executive officer compensation, and ratify BDO USA, P.C. as the independent auditor for 2026. The Board unanimously recommends voting FOR all proposals, with the record date set as March 12, 2026. No financial performance metrics or period-over-period comparisons are detailed in the provided content.

  • ·Annual Meeting location: Founders Room, 1st Floor, The Duquesne Club, 325 Sixth Avenue, Pittsburgh, Pennsylvania at 10:00 A.M. Eastern Time
  • ·Proxy materials and 2025 Annual Report available at http://www.ampcopgh.com/investors
  • ·Meeting replay available on www.ampcopgh.com/investors
Victory Capital Holdings, Inc.DEF 14Aneutralmateriality 6/10

27-03-2026

Victory Capital Holdings, Inc. (VCTR) filed its DEF 14A Proxy Statement on March 27, 2026, for the virtual 2026 Annual Meeting of Stockholders on May 6, 2026, at 8:00 a.m. ET. Key proposals include the election of Class II directors to serve until the 2029 annual meeting, ratification of Deloitte & Touche LLP as independent auditors for the fiscal year ending December 31, 2026, and a non-binding advisory vote to approve named executive officer compensation. The record date for shareholders entitled to vote is March 10, 2026.

  • ·Meeting accessible via www.virtualshareholdermeeting.com/VCTR2026 using control number from Notice or proxy card.
  • ·Proxy materials and 2025 Form 10-K available at www.proxyvote.com.
  • ·Vote required: Plurality for director election; Majority for auditor ratification and advisory compensation vote.
Everus Construction Group, Inc.DEF 14Apositivemateriality 8/10

27-03-2026

Everus Construction Group, Inc. reported record 2025 results in its DEF 14A Proxy Statement filed March 27, 2026, with revenues of $3.75 billion (up 32% YoY from 2024), net income of $201.8 million (up 41%), and EBITDA of $319.8 million (up 38%), alongside a record backlog of $3.23 billion. The proxy solicits votes for the May 12, 2026 virtual Annual Meeting on director elections, advisory approval of executive compensation, and ratification of KPMG LLP as auditors for 2026. No declines or flat performance were noted in the highlighted metrics.

  • ·Annual Meeting: May 12, 2026 at 11:00 a.m. CDT via www.virtualshareholdermeeting.com/ECG2026
  • ·Record Date: March 16, 2026
  • ·Voting items: (1) Election of directors, (2) Advisory vote on named executive officer compensation, (3) Ratification of KPMG LLP as independent auditors for 2026
GLADSTONE LAND CorpDEF 14Aneutralmateriality 6/10

27-03-2026

Gladstone Land Corp's proxy statement seeks stockholder approval for the election of two directors, David Gladstone and John H. Outland, to the Class of 2029 for three-year terms, maintaining the Board's current size of seven members divided into three classes. The nominees are current directors whose terms expire in 2026. Notably, none of the directors attended the 2025 Annual Meeting of Stockholders.

  • ·Board vacancies may only be filled by majority vote of remaining directors, serving remainder of the class term.
  • ·Directors elected by plurality vote; 'WITHHOLD' votes and broker non-votes have no effect.
  • ·Filing date: March 27, 2026; covers period 2025-01-01 to 2025-12-31.
HAVERTY FURNITURE COMPANIES INCDEF 14Amixedmateriality 8/10

27-03-2026

Haverty Furniture Companies, Inc. reported 2025 consolidated net sales of $759.0 million, up 5.0% YoY, pre-tax income of $26.8 million, up 2.6% YoY, and comparable store sales growth of 2.1% (flat to modest); however, net income declined 1.1% amid industry challenges like housing slowdown and cautious spending. The company maintained strong gross profit margins of 60.7%, average ticket up 4.7% to $3,530 (design category +9.7% to $7,781), ended with 129 stores after net +1, zero funded debt, $125.3 million cash, and returned $25.6 million to stockholders. The proxy statement seeks votes to elect 8 Class A and 3 Common Stock directors, approve executive compensation advisory vote, the 2026 Long Term Incentive Plan, and ratify Grant Thornton LLP as 2026 auditors.

  • ·Annual Meeting scheduled for May 11, 2026, at 10:00 AM ET in Baltimore, MD; record date March 13, 2026.
  • ·Five new store leases signed for 2026 in Fenton MO, Mt Juliet TN, Aliana TX, Baytown TX, and Ross Township PA.
  • ·Zero funded debt at year-end 2025.
NUCOR CORPDEF 14Aneutralmateriality 7/10

27-03-2026

Nucor Corporation's 2026 DEF 14A Proxy Statement recommends a vote 'FOR' the election of all eight director nominees at the upcoming annual meeting, highlighting their diverse skills in manufacturing/operations, finance/capital allocation, CEO leadership, global business, and risk management as detailed in the skills matrix. Nominees range in age from 58 to 71 with tenures from 3 to 17 years, providing a mix of fresh perspectives and experienced oversight; the board features three female directors and two self-identified African American or Black directors. The filing includes XBRL-tagged data on equity compensation adjustments for the Principal Executive Officer (PEO) and Non-PEO Named Executive Officers (NEOs) across 2021-2025, though specific values are not detailed in the provided content.

  • ·All eight nominees serve on key committees including Audit, Compensation and Executive Development, and Governance and Nominating.
  • ·Director skills matrix shows full coverage (8/8) in Finance/Capital Allocation and Global Business; 6/8 in Manufacturing/Operations.
  • ·Resignation policy in Corporate Governance Principles does not apply to contested elections.
  • ·XBRL covers compensation elements like equity awards adjustments, change in fair value, dividends on unvested awards for PEO and Non-PEO NEOs from 2021-2025.
FORUM ENERGY TECHNOLOGIES, INC.DEF 14Aneutralmateriality 6/10

27-03-2026

Forum Energy Technologies, Inc. (FET) issued a DEF 14A proxy statement dated March 27, 2026, for its 2026 Annual Meeting of Stockholders on May 8, 2026 (record date March 13, 2026), with 11,328,657 shares of common stock outstanding. Key proposals include election of three directors, advisory approval of executive compensation, amendment to the Second Amended and Restated 2016 Stock and Incentive Plan to increase shares available for issuance, and ratification of the independent registered public accounting firm. Security ownership shows major holders BlackRock (6.5%), Vanguard (5.7%), and Dimensional Fund Advisors (5.2%), with directors/executives as a group holding 7.7%.

  • ·Quorum requires majority of outstanding shares present in person or by proxy.
  • ·Director election based on plurality (top three vote recipients); majority of shares present needed for Proposals 2, 3, and 4.
  • ·Broker non-votes and abstentions do not affect Proposal 1 but count against Proposals 2, 3, and 4.
CAMDEN PROPERTY TRUSTDEF 14Aneutralmateriality 6/10

27-03-2026

Camden Property Trust's 2026 Proxy Statement details governance practices, board independence, and director compensation. The Board has 11 members, including 8 independents, with Kelvin R. Westbrook as Lead Independent Trust Manager; in March 2026, Alexander J. Jessett was appointed CEO, separating the Chairman and CEO roles. Independent Trust Managers received 2025 share awards with grant date fair values of $120,114 each for annual fees, with some holding unvested awards as of December 31, 2025.

  • ·Independent Trust Managers' unvested equity awards vest 25% on grant date and 25% annually over next three years, or fully upon reaching age 65.
  • ·Mark D. Gibson, Scott S. Ingraham, Renu Khator, Frances Aldrich Sevilla-Sacasa, Steven A. Webster, and Kelvin R. Westbrook held zero unvested share awards as of December 31, 2025, due to age 65+ vesting.
  • ·Board committees (Audit, Nominating/Corporate Governance/Sustainability, Compensation) are comprised solely of independent Trust Managers.
PureCycle Technologies, Inc.DEF 14Apositivemateriality 7/10

27-03-2026

PureCycle Technologies' 2026 Proxy Statement highlights record production of 22.4 million pounds of PureFive® resin in 2025, four consecutive quarters of sequential revenue growth, receipt of GreenCircle® and APR Certifications, and announcement of a new dissolution recycling facility in Rayong, Thailand. The company was awarded a €40 million grant from the European Innovation Fund for its Antwerp, Belgium facility and received EU REACH Certification. Shareholders will vote on electing nine directors, ratifying Grant Thornton LLP as auditors for fiscal year 2026, and advisory approval of named executive officer compensation.

  • ·Annual Meeting: May 7, 2026 at 10:00 a.m. Eastern Time (virtual, registration deadline May 6, 2026)
  • ·Record date: March 17, 2026
  • ·2025 Annual Report on Form 10-K filed with SEC on February 26, 2026
OIL STATES INTERNATIONAL, INCDEF 14Aneutralmateriality 6/10

27-03-2026

Oil States International, Inc. (OIS) filed its DEF 14A definitive proxy statement on March 27, 2026, for the virtual 2026 Annual Meeting of Stockholders on May 12, 2026, at 9:00 a.m. CDT via www.meetnow.global/MXH49RR. Key agenda items include electing two Class I directors to serve until the 2029 annual meeting, an advisory vote to approve executive compensation, and ratifying Deloitte & Touche LLP as independent auditors for the year ending December 31, 2026, with the Board unanimously recommending FOR all items; the record date is March 18, 2026.

  • ·Principal offices: Three Allen Center, 333 Clay Street, Suite 4620, Houston, Texas 77002.
  • ·Proxy materials and 2025 Form 10-K available at www.ir.oilstatesintl.com/financials/proxy-statements.
  • ·Meeting admission requires review of notice/proxy instructions; registered stockholders do not need to pre-register.
CITY HOLDING CODEF 14Aneutralmateriality 6/10

27-03-2026

City Holding Company's DEF 14A Proxy Statement, filed March 27, 2026, solicits votes for the Annual Meeting on April 29, 2026, at 2:00 p.m. at corporate offices in Cross Lanes, WV, including election of four Class III directors for three-year terms and one Class II director for a two-year term, ratification of Crowe LLP as independent auditor for 2026, and an advisory vote on executive compensation. Shareholders of record as of March 16, 2026, are entitled to vote; no financial performance metrics or period-over-period changes are detailed in the provided content.

  • ·Record date: March 16, 2026
  • ·Meeting location: 25 Gatewater Road, Cross Lanes, WV 25313
  • ·XBRL tags indicate pay versus performance disclosures for PEO and Non-PEO NEOs covering 2021-2025, including equity awards, but specific values not provided in excerpt
Monster Beverage CorpDEF 14Aneutralmateriality 7/10

27-03-2026

Monster Beverage Corporation issued its definitive proxy statement for the virtual Annual Meeting of Stockholders on May 14, 2026 at 8:30 a.m. PT, accessible via www.virtualshareholdermeeting.com/MNST2026. Stockholders of record as of March 23, 2026 will vote on electing ten directors (majority vote required), ratifying Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026, and an advisory 'Say-on-Pay' vote on named executive officer compensation. A quorum requires one-third of the 977,906,022 outstanding shares of common stock.

  • ·Quorum: presence of holders of one-third of shares entitled to vote
  • ·Voting: Directors by majority of votes cast (plurality if contested); Auditor ratification and Say-on-Pay by majority of votes cast
  • ·Abstentions and broker non-votes do not count as votes cast
  • ·Proxy materials available at https://materials.proxyvote.com/61174X
  • ·Annual Report for fiscal year ended December 31, 2025 included
Public StorageDEF 14Apositivemateriality 9/10

27-03-2026

Public Storage's DEF 14A Proxy Statement for the 2026 Annual Meeting on May 6, 2026, highlights record 2025 performance with $4.8 billion revenues, $3.5 billion NOI, highest RevPAF at $20.74 and 78.2% direct operating margin among self-storage REIT peers, Core FFO per share of $16.97, and 8.2 million square feet added at a $1.4 billion cost. NEO compensation averaged 101% payout under a program emphasizing at-risk equity (80% of total), with 100% achievement on 2023-2026 TSR performance versus peers and S&P 500 REITs. Proposals include electing 12 trustees, advisory approval of NEO pay, and ratification of Ernst & Young LLP as auditors for 2026.

  • ·Annual Meeting: May 6, 2026, 8:00 a.m. Central Time at The Crescent Club, 200 Crescent Court, Dallas, Texas 75201
  • ·Record Date: March 2, 2026
  • ·Proxy Materials available on or about March 27, 2026 at https://materials.proxyvote.com/default.aspx?ticker=74460D
  • ·RevPAF: $20.74 (Highest Same Store among self-storage REITs)
  • ·Core FFO per Share: $16.97 (Highest Among Self-Storage REITs)
PC CONNECTION INCDEF 14Aneutralmateriality 7/10

27-03-2026

PC Connection, Inc.'s definitive proxy statement for the 2026 Annual Meeting of Stockholders on May 13, 2026, seeks to elect six directors and ratify Deloitte & Touche LLP as independent auditors for the year ending December 31, 2026. The record date is March 16, 2026, with 25,216,161 shares of common stock outstanding entitled to vote. Chair Patricia Gallup beneficially owns 13,772,283 shares (54.6%), and all current directors and executive officers as a group own 14,276,835 shares (56.6%).

  • ·Meeting location: 730 Milford Road, Merrimack, NH 03054 at 10:00 a.m. EDT
  • ·Director election by plurality vote; ratification of auditors by majority of votes cast
  • ·Quorum requires majority of outstanding shares present in person or by proxy
  • ·Broker non-votes have no effect on director election but count toward quorum
PROTHENA CORP PUBLIC LTD CODEF 14Aneutralmateriality 6/10

27-03-2026

Prothena Corporation plc's DEF 14A proxy statement solicits votes for its Annual General Meeting on May 14, 2026, including the election of Shane M. Cooke and Dennis J. Selkoe as directors to serve until the 2029 AGM, ratification of KPMG LLP as independent auditors for fiscal year 2026 with board authorization on fees, and a non-binding advisory vote on named executive officer compensation. The Board unanimously recommends voting FOR all proposals, with a record date of March 2, 2026, for shareholder eligibility. The filing includes sections on corporate governance, director compensation for fiscal year 2025, and executive compensation tables, alongside presentation of FY2025 Irish statutory financial statements (no vote required).

  • ·Annual Meeting location: The Merrion Hotel, Upper Merrion Street, Dublin 2, D02 KF79, Ireland at 4:00 p.m. local time.
  • ·Record date: March 2, 2026; one vote per ordinary share.
  • ·Proposals 1-3 are ordinary resolutions requiring simple majority.
  • ·Proxy materials provided via internet; Notice of Internet Availability mailed on or about March 27, 2026.
  • ·Includes Compensation Discussion and Analysis, Summary Compensation Table for FY2025, and Pay Versus Performance disclosure.
CALIX, INCDEF 14Aneutralmateriality 7/10

27-03-2026

Calix, Inc. has issued a proxy statement for its virtual 2026 Annual Meeting on May 14, 2026 at 10:45 a.m. PDT, seeking stockholder approval for electing three Class I directors, increasing the share reserve under the Stock Purchase and Matching Plan by 672,300 shares, advisory approval of named executive officer compensation, and ratification of KPMG LLP as independent auditors for fiscal 2026. The Board recommends voting FOR all company proposals but AGAINST a stockholder proposal for simple majority voting. As of the March 17, 2026 record date, 64,609,498 shares of common stock ($0.025 par value) were outstanding.

  • ·Annual Meeting held virtually at www.virtualshareholdermeeting.com/CALX2026
  • ·Proxy materials Notice sent on or about March 27, 2026
  • ·Common stock par value: $0.025 per share
ESSEX PROPERTY TRUST, INC.DEF 14Aneutralmateriality 6/10

27-03-2026

Essex Property Trust, Inc. (ESS) issued its DEF 14A Proxy Statement dated March 27, 2026, for the virtual 2026 Annual Meeting of Stockholders on May 12, 2026, at 10:00 a.m. PT, to elect nine director nominees (John V. Arabia, Keith R. Guericke, Anne B. Gust, Maria R. Hawthorne, Amal M. Johnson, Mary Kasaris, Angela L. Kleiman, Irving F. Lyons, III, and George M. Marcus), ratify KPMG LLP as independent auditors for FY ending December 31, 2026, and approve on an advisory basis the named executive officer compensation. The record date is February 25, 2026, with proxies due by 11:59 p.m. ET on May 11, 2026. No financial performance metrics or period-over-period comparisons are detailed in the provided filing content.

  • ·Virtual meeting at www.virtualshareholdermeeting.com/ESS2026
  • ·Proxy submission via Internet until 11:59 p.m. ET on May 11, 2026, or by phone/mail if paper copy received
  • ·Director details: Ages range 55-84; tenure since 1994-2024; 6 independent out of 9 nominees; other public directorships 0-2 each
TELOS CORPDEF 14Aneutralmateriality 7/10

27-03-2026

Telos Corporation's DEF 14A proxy statement for the 2026 Annual Meeting on May 7, 2026, solicits votes for the election of seven director nominees (John B. Wood, David Borland, Bonnie Carroll, Derrick D. Dockery, Brad Jacobs, John W. Maluda, and Fredrick D. Schaufeld), ratification of PricewaterhouseCoopers LLP as independent auditors for the fiscal year ending December 31, 2026, approval of Amendment No. 2 to the 2016 Omnibus Long-Term Incentive Plan, and an advisory 'say-on-pay' vote for named executive officers. The Board recommends 'FOR' all proposals. As of the record date March 10, 2026, 77,256,010 shares of Common Stock were outstanding.

  • ·Voting: Proposals 1, 3, and 4 are non-routine and require specific instructions from beneficial owners to avoid broker non-votes; Proposal 2 (auditor ratification) is routine.
  • ·Quorum: Majority of outstanding Common Stock shares; directors elected by plurality of votes cast.
  • ·Proxy materials available via Notice and Access model at https://materials.proxyvote.com/87969B and https://investors.telos.com.
Townsquare Media, Inc.DEF 14Aneutralmateriality 6/10

27-03-2026

Townsquare Media, Inc. (TSQ) filed a DEF 14A proxy statement dated March 27, 2026, for its virtual 2026 Annual Meeting on May 11, 2026, at 11:00 a.m. EDT, seeking to elect two Class III directors (Stephen Kaplan and Bill Wilson) for terms until the 2029 annual meeting, ratify BDO USA, P.C. as independent auditors for FY 2026, approve NEO compensation on an advisory basis, and vote on the frequency (1, 2, or 3 years) of future say-on-pay votes. The record date is March 18, 2026, with the Board consisting of 7 directors in a classified structure. No financial performance metrics or period-over-period comparisons are provided in the excerpt.

  • ·Annual Meeting virtual format: www.virtualshareholdermeeting.com/TSQ2026
  • ·Stephen Kaplan, age 67, joined Board in 2010
  • ·Bill Wilson, age 57, joined Board in 2018 and appointed CEO in January 2019
  • ·Company address: 4 Manhattanville Road, Suite 107, Purchase, New York 10577; Phone: (203) 861-0900
GAIA, INCDEF 14Aneutralmateriality 6/10

27-03-2026

Gaia, Inc. has filed its definitive proxy statement for the 2026 annual shareholder meeting on April 23, 2026, virtually at www.virtualshareholdermeeting.com/GAIA2026, to elect six directors (Kristin Frank, Keyur Patel, Jirka Rysavy, Paul Sutherland, Anaal Udaybabu, and Kimberly Arem) and approve, on an advisory basis, named executive officer compensation. The record date is March 6, 2026, with 19,577,872 Class A shares (1 vote each) and 5,400,000 Class B shares (10 votes each) outstanding; Jirka Rysavy holds all Class B shares and 291,682 Class A shares, sufficient to approve all proposals as recommended by the board. No financial performance metrics or period-over-period changes are disclosed in the filing.

  • ·Annual meeting requires majority of outstanding votes for quorum; directors elected by plurality.
  • ·Class A holders: 1 vote per share; Class B holders: 10 votes per share; vote together as single class, no cumulative voting.
  • ·Proxy materials mailed March 27, 2026; available at www.proxyvote.com.
  • ·Company qualifies as smaller reporting company under Exchange Act Rule 12b-2.
EVERSOURCE ENERGYDEF 14Apositivemateriality 8/10

27-03-2026

Eversource Energy's 2026 Proxy Statement highlights strong 2025 performance, including 22.7% Total Shareholder Return ranking 8th in the EEI Index, non-GAAP EPS of $4.76 exceeding guidance by $0.05, and a 5.2% dividend increase to $3.01 per share surpassing the EEI median. The company secured nearly $2.0B in deferred storm cost recovery and over $275M in regulatory rate approvals, while achieving top-decile operational reliability with customer interruptions 21.0 months apart and 66-minute restoration times. Shareholders are asked to elect 10 trustees (9 independent), approve NEO compensation, ratify Deloitte & Touche LLP as auditors, and vote on a shareholder proposal for an independent board chairman.

  • ·98 percent of deferred storm costs filed and/or received regulatory approval
  • ·Customer power interruptions 21.0 months apart (top decile); average restoration time 66 minutes (top decile)
  • ·Nine of ten trustee nominees are independent; eight have served eight or fewer years
  • ·Compensation changes in response to 2025 Say-on-Pay: enhanced formulaic metrics, cap on performance shares if absolute TSR negative
UNITED STATES LIME & MINERALS INCDEF 14Aneutralmateriality 6/10

27-03-2026

United States Lime & Minerals, Inc. (USLM) filed its DEF 14A proxy statement dated March 27, 2026, for the 2026 Annual Meeting on May 1, 2026, to elect seven directors (all incumbents) and approve executive compensation on a non-binding advisory basis. As of the record date March 13, 2026, there were 28,670,056 shares outstanding, with Inberdon Enterprises Ltd. beneficially owning 17,653,780 shares (61.58%), while directors and executive officers as a group own 431,848 shares (1.50%). No financial performance metrics or period-over-period comparisons are provided in the filing.

  • ·Record date: March 13, 2026
  • ·Annual Meeting location: Residence Inn Dallas by the Galleria, 5460 James Temple Drive, Dallas, Texas 75240 at 10:00 a.m. local time
  • ·Directors elected by plurality vote; no cumulative voting
  • ·Inberdon Enterprises Ltd. shares include indirect ownership by George M. Doumet
IDEXX LABORATORIES INC /DEDEF 14Amixedmateriality 9/10

27-03-2026

IDEXX Laboratories delivered 10% reported and organic revenue growth in 2025, with reported diluted EPS rising to $13.08 (23% reported, 14% comparable growth) and strong operating margin improvements, despite a 2% decline in U.S. same-store clinical visit levels. Key achievements included over 22,000 premium instrument placements (12% installed base growth), surpassing 10,000 cloud-native PIMS locations, and launches of IDEXX Cancer Dx™, Catalyst™ Cortisol Test, and inVue Dx expansions. The company announced a CEO transition, with Jonathan (Jay) Mazelsky stepping down effective May 12, 2026, succeeded by Michael (Mike) G. Erickson, PhD, while Mazelsky serves as Executive Chair until May 2027.

  • ·Customer retention in high nineties for CAG Diagnostics business.
  • ·Annual Meeting of Shareholders on May 12, 2026.
  • ·Jay Mazelsky retirement in May 2027.
Unity Software Inc.DEF 14Aneutralmateriality 6/10

27-03-2026

Unity Software Inc. will hold its 2026 Annual Meeting of Stockholders virtually on May 13, 2026 at 9:00 a.m. Pacific Time to elect three Class III directors to serve until the 2029 annual meeting, ratify the appointment of Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026, and approve on an advisory basis the compensation of named executive officers as disclosed. The proxy statement covers board governance, fiscal year 2025 executive compensation including pay versus performance analysis, CEO pay ratio, and stockholder engagement, with no reported controversies or declines noted.

  • ·Record date for voting: March 20, 2026
  • ·Online check-in for virtual meeting begins at 8:45 a.m. Pacific Time
  • ·Stockholder list available for examination ten days prior to meeting via ir@unity.com
Morningstar, Inc.DEF 14Aneutralmateriality 7/10

27-03-2026

Morningstar, Inc.'s 2026 Proxy Statement (DEF 14A) details director independence, board leadership structure, and committee compositions ahead of the annual shareholder meeting. The Board determined all director nominees independent under Nasdaq rules except Joe Mansueto (Executive Chairman) and Kunal Kapoor (CEO), with standing committees fully independent and led by qualified members including audit committee financial experts Cheryl Francis and Anne Bramman. The Board held five meetings in 2025, with each director attending at least 75% of applicable meetings; no negative governance issues or declines in attendance were noted.

  • ·Board has three standing committees: Audit, Compensation, and NCGC, all composed entirely of independent directors.
  • ·Independent directors meet in executive session at every regular Board meeting.
  • ·No family relationships among directors, nominees, or executive officers.
LCI INDUSTRIESDEF 14Apositivemateriality 8/10

27-03-2026

LCI Industries' 2026 Proxy Statement outlines strong 2025 financial performance including net sales of $4.1B (up 10% YoY), net income of $188M or $7.57 per diluted share (up 32% YoY), EBITDA of $412M (up 20% YoY), and operating profit margin expansion to 6.8% from 5.8%. The Board seeks stockholder approval for electing eight directors (7 independent), advisory vote on executive compensation, ratification of KPMG LLP as auditors, and the Amended 2018 Omnibus Incentive Plan, amid highlights of robust governance and sustainability efforts like eliminating 400 tons of toxic chemicals annually. CEO total compensation was slightly lower at $10,093,861 in 2025 versus $10,159,098 in 2024.

  • ·Annual meeting date: May 12, 2026 at 9:00 A.M. ET via www.virtualshareholdermeeting.com/LCII2026
  • ·Record date: March 20, 2026
  • ·7 of 8 director nominees are independent
  • ·CSR Report released December 2025 available at www.lci1.com/sustainability
ENTERGY CORP /DE/DEF 14Apositivemateriality 7/10

27-03-2026

Entergy Corporation's 2026 Proxy Statement details the virtual annual shareholder meeting on May 8, 2026 (record date March 11, 2026), proposing election of 12 directors, ratification of Deloitte & Touche LLP as auditors, and an advisory vote on named executive officer compensation. Business highlights include 2025 GAAP earnings of approximately $1.8 billion ($3.91 per share), serving 3.1 million customers across four states with 12,000 employees, and delivering over $100 million in annual economic benefits to communities through philanthropy and advocacy. No declines or flat performance metrics were reported.

  • ·2026 Annual Meeting voting deadline: 11:59 p.m. ET on May 6 for 401(k) shares and May 7 for others
  • ·Headquartered in New Orleans, Louisiana; Fortune 500 company
  • ·Operates in Arkansas, Louisiana, Mississippi, and Texas

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