Executive Summary
Across 50 DEF 14A proxy statements filed around April 6, 2026, a dominant theme is robust 2025 financial performance in 12 companies with disclosed metrics, averaging ~10% YoY revenue growth (e.g., JPM +record $185.6B, Howmet +11.1% sales, Quest +11.8%), strong ROE/ROTC (JPM 17%/20%, Horace Mann core ROE +300bps to 12.4%), and shareholder returns via buybacks/dividends (Assurant $468.3M returned, Middlesex 53 yrs dividend growth). Board refreshes and diversity are emphasized (Principal 50% women independents, MAA 7/9 independent), with 8 CEO/exec transitions noted as seamless (Core Molding, Alkermes). Mixed sentiments in REITs/apartments (MAA SS NOI -1.36% miss) contrast positive industrials/aerospace, but neutral governance dominates 70% filings. Capital allocation favors returns (Dorman $41M buybacks, Quest $450M repurchases) over aggressive M&A. Implications: Bullish for financials/insurers with payout growth, watch REITs for occupancy trends; portfolio-level margin stability (no widespread compression) supports overweight high-ROE names ahead of May 2026 meetings.
Tracking the trend? Catch up on the prior US Executive Compensation Proxy SEC Filings digest from April 01, 2026.
Investment Signals(12)
- PRINCIPAL FINANCIAL GROUP (PFG)(BULLISH)▲
Ranked #1 in 4 key insurance categories (PLANSPONSOR/LIMRA 2025), board refresh 50% new independents since 2019, positive sentiment
- ASSURANT INC (AIZ)↓(BULLISH)▲
2025 net income $872.7M, returned $468.3M to shareholders via buybacks/dividends (up from prior), adjusted EPS $22.81 ex-cats
- JPMORGAN CHASE (JPM)(BULLISH)▲
Record 2025 revenue $185.6B (+YoY), net income $57B, ROE 17%/ROTCE 20%, strong execution
- MIDDLESEX WATER (MSEX)(BULLISH)▲
2025 NI $42.8M, revenue $194.7M, EPS $2.36, 53 consecutive dividend increases, $506M capex planned 2026-28
- HOWMET AEROSPACE (HWM)(BULLISH)▲
2025 sales +11.1% YoY to $8.25B, adj EBITDA +26.2% to $2.42B, FCF +46.5% to $1.43B
- DORMAN PRODUCTS (DORM)(BULLISH)▲
2025 sales +6% YoY to $2.13B, EPS +8.1% to $6.64, $41M buybacks/$42M debt paydown
- QUEST DIAGNOSTICS (DGX)(BULLISH)▲
2025 revenue +11.8% to $11.04B, adj EPS $9.85, $450M repurchases +7.5% dividend hike
- HORACE MANN (HMN)(BULLISH)▲
2025 core earnings $195.8M (YoY growth), core ROE +300bps to 12.4%, $57.1M returned ($21M buybacks)
- ALKERMES (ALKS)(BULLISH)▲
2025 revenue ~$1.48B, Avadel acquisition closed, FDA Breakthrough for alixorexton, seamless CEO transition
- CORE MOLDING (CMT)(BULLISH)▲
$63M incremental wins (Volvo $20M), liquidity $88.1M, 0.64x net debt/EBITDA, gross margins stable 17-19%
- INTEGER HOLDINGS (ITGR)(BULLISH)▲
2025 adj sales +8% YoY, adj op income +13%, adj EPS +21% to $6.40 despite GAAP EPS dip
- KNIFE RIVER (KNF)(BULLISH)▲
Record $1B backlog end-2025, pricing/plant efficiencies driving organic growth
Risk Flags(8)
- MID AMERICA APARTMENT (MAA)[MEDIUM RISK]▼
Mixed 2025 comp (Core FFO/ FAD beat targets but SS NOI -1.36% missed -1.15%, 3-yr TSR -1.47% vs 4.07% target), board size cut
- HORACE MANN (HMN)[MEDIUM RISK]▼
AIP adj core earnings down to $178.8M after non-recurring adjustments despite headline growth
- INTEGER HOLDINGS (ITGR)[MEDIUM RISK]▼
Reported 2025 diluted EPS -15% to $2.89 despite adj metrics beat, cash financing/investing up 23.7%/38.6%
- FEMA SYS (FEMY)[HIGH RISK]▼
Special meeting for reverse split/issuance (non-routine), potential dilution
- TLGY ACQUISITION (TLGY)[HIGH RISK]▼
Delisted Nasdaq Dec 2024 (now OTCPINK), extension for SPAC deal amid Nasdaq relisting delay, redemption ~$13.19/share
- ASSERTIO HOLDINGS (ASRT)[HIGH RISK]▼
1-for-15 reverse split Dec 2025, ongoing derivative lawsuits vs directors
- MEDIFAST (MED)[MEDIUM RISK]▼
2 directors not re-elected (Brown/Hoer), potential governance shift
- MAA[MEDIUM RISK]▼
No LTIP/TSR awards earned ($0 payout) signaling TSR underperformance
Opportunities(8)
- JPMORGAN CHASE (JPM)/Record Performance(OPPORTUNITY)◆
ROTCE 20% outlier vs financial peers (e.g., BOTJ no metrics), buybacks implied, trading catalyst pre-May 19 mtg
- HOWMET AEROSPACE/FCF Surge↓(OPPORTUNITY)◆
+46.5% FCF to $1.43B enables more returns vs aerospace peers, strong EBITDA margin expansion
- QUEST DIAGNOSTICS/AI+Diagnostics↓(OPPORTUNITY)◆
$1B+ advanced diagnostics revenue, 116%/154% incentive payouts, undervalued vs healthcare growth
- MIDDLESEX WATER/Dividend Streak↓(OPPORTUNITY)◆
53 yrs increases + $506M capex (PFAS $255M), utility stability vs volatile sectors
- DORMAN PRODUCTS/Buybacks↓(OPPORTUNITY)◆
$41M repurchases at strong EPS growth (+8.1%), diverse board, comp approval likely
- ALKERMES/CEO Transition+Pipeline↓(OPPORTUNITY)◆
Avadel deal + FDA Breakthrough, revenue $1.48B supports rerating
- CORE MOLDING/CEO Succession↓(OPPORTUNITY)◆
Seamless transition (Duvall consultant to 2027), $63M wins in tough demand
- PRINCIPAL FINANCIAL/No.1 Rankings↓(OPPORTUNITY)◆
Industry leadership in DB/ESOP/group life, board refresh boosts governance premium
Sector Themes(6)
- Financials ROE Strength(BULLISH FINANCIAL SECTOR)◆
6/15 financials (JPM 17%, HMN 12.4% +300bps) show YoY NI/ROE growth vs neutral peers (BOTJ/Tompkins no metrics), favoring dividend payers like MSEX 53-yr streak
- Shareholder Returns Surge(BULLISH CAPITAL ALLOCATION)◆
8 cos returned $1B+ (Assurant $468M, Quest $450M, JPM implied), avg buyback/div growth ~10% YoY where disclosed, signals conviction amid stable margins
- Board Refresh/Diversity Wave(GOVERNANCE IMPROVEMENT)◆
10/50 highlight new directors (Principal 50% women/6 new since 2019, MAA 7/9 indep), avg tenure ~6-9 yrs, reduces entrenchment risk
- REIT/Multi-Family Pressure(BEARISH REIT SELECTIVELY)◆
MAA SS NOI -1.36% miss, TSR underperform; Avalonbay no metrics but plan expiry signals need for new equity incentives
- CEO Transitions Positive(OPPORTUNITY IN LEADERSHIP CHANGE)◆
5 smooth handovers (Core Molding, Alkermes, Dorman implied), no disruptions vs litigation risks (ASRT), supports continuity
- Virtual Meetings Standard(NEUTRAL OPERATIONAL)◆
40/50 virtual (May 19-21 peak), eases participation but watch quorum risks in small caps (e.g., IVFH 54M shares)
Watch List(7)
- MID AMERICA APARTMENT (MAA)/Comp Vote👁
Mixed 2025 metrics (TSR miss), May 19 mtg advisory vote may signal pay scrutiny [May 19, 2026]
SPAC extension vote amid delisting, redemption deadline Apr 13, Nasdaq relisting pending [Apr 15, 2026 mtg]
- FEMA SYS/Reverse Split👁
Special mtg for split/issuance, dilution risk, broker non-votes on non-routine [Apr 29, 2026]
Blair Jackson succeeds Pops end-July, AGM May 20 vote on comp/plan amid Avadel integration [May 20, 2026]
Duvall retires end-May, Palomaki June 1, watch comp approval/succession execution [May 14, 2026]
2 directors out, 2 new, in-person mtg strict rules, governance shift [May 19, 2026]
Share increase vote + ongoing derivatives vs directors [May 5, 2026]
Filing Analyses(50)
06-04-2026
Principal Financial Group, Inc. (PFG) released its 2026 Proxy Statement ahead of the annual meeting, recommending votes FOR the election of five Class I director nominees (Auerbach, Beams, Carter-Miller, Mills, Muruzabal), advisory approval of executive compensation, ratification of Ernst & Young as independent auditors, and approval of the 2026 Stock Incentive Plan. The proxy highlights strong industry recognitions including No. 1 rankings in defined benefit plans, ESOP services, nonqualified deferred compensation, and group life insurance, alongside board refreshment with six new independent directors since 2019 (50% women) and an average tenure of nine years. No declines or underperformance are noted, with emphasis on diversified business mix, governance, and sustainability.
- ·Board has three classes of directors with staggered three-year terms.
- ·50% of independent directors appointed within the last six years.
- ·Ranked No. 1 in Defined benefit plan service provider (PLANSPONSOR, Sep 2025), ESOP service provider (PLANSPONSOR, Jun 2025), Nonqualified deferred compensation (PLANSPONSOR, Jun 2025), and Group Life (LIMRA, Apr 2025).
- ·No. 3 401(k) provider by participants (PLANSPONSOR, Jun 2025).
- ·Principal Asset Management: Top 10 Global real estate manager (P&I 2025), #1 Brazil voluntary pension (Fenaprevi, Sep 2025), #2 Chile voluntary pension by AUM (CMF, Sep 2025).
06-04-2026
Bank of the James Financial Group, Inc. (BOTJ) has issued its 2026 Proxy Statement for the virtual Annual Meeting on May 19, 2026, at 1:00 p.m. ET, to elect four Group Two Directors, ratify Elliott Davis, PLLC as independent auditors for the fiscal year ending December 31, 2026, and approve executive compensation on a non-binding advisory basis. The record date is March 23, 2026, with 4,543,338 shares of common stock outstanding; directors and executives beneficially own 11.93% (542,017 shares), while Pettyjohn, Wood & White, Inc. holds 5.63% and Fourthstone, LLC holds 7.09%. No financial performance metrics or period-over-period comparisons are provided in the filing.
- ·Annual Meeting held virtually only at www.virtualshareholdermeeting.com/BOTJ2026; requires control number to participate.
- ·Proxy materials first mailed on or about April 6, 2026; available at www.proxyvote.com.
- ·Quorum requires majority of outstanding shares; broker non-votes count for quorum but not votes on non-routine matters (Proposals 1 and 3).
- ·Annual Report on Form 10-K for year ended December 31, 2025 available with proxy materials.
06-04-2026
Assurant's 2026 Proxy Statement highlights robust 2025 financial performance, including $12.4 billion in net earned premiums, fees and other income from Global Housing and Global Lifestyle segments, $872.7 million net income, and $468.3 million returned to stockholders via repurchases and dividends. The document outlines proposals for electing 10 directors, ratifying PricewaterhouseCoopers LLP as auditors for 2026, approving 2025 named executive officer compensation on an advisory basis, and amending the 2017 long-term equity incentive plan, all receiving Board 'FOR' recommendations, while advising 'AGAINST' a stockholder proposal on action by written consent. Board changes include Lynn S. Blake joining effective January 28, 2026, and Debra Perry retiring at the May 21, 2026 annual meeting.
- ·Annual meeting scheduled for May 21, 2026 at 8:00 a.m. Eastern Time via www.virtualshareholdermeeting.com/AIZ2026
- ·Record date for voting: March 26, 2026
- ·2025 net income per diluted share: $16.93; Adjusted earnings per diluted share excluding catastrophes: $22.81
- ·Quarterly common stock dividend: $0.88 per share following 10% increase in November 2025
06-04-2026
The Charles Schwab Corporation's 2026 Proxy Statement details the board of directors' composition, with 13 independent directors across four standing committees: Audit (13 meetings in 2025), Compensation (6 meetings), Nominating and Corporate Governance (4 meetings), and Risk (6 meetings), all chaired by independents except Risk which is chaired by an independent. Gerri K. Martin-Flickinger's term expires at the annual meeting without re-election, while Charles A. Ruffel joined the Audit Committee and left the Risk Committee effective March 31, 2026. The statement emphasizes board qualifications, diversity of experience, and governance policies including prohibitions on speculative trading, hedging, and pledging.
- ·Audit Committee members determined financially literate per NYSE standards; John K. Adams, Jr. and Stephen A. Ellis designated Audit Committee financial experts per SEC rules.
- ·Insider Trading Policy prohibits speculative trading, certain hedging, short-term transactions (except ESPP), and pledging of company securities.
- ·Corporate Governance Guidelines outline director qualifications emphasizing business experience, independence, diversity, and time commitment.
06-04-2026
MAA's 2026 Proxy Statement seeks shareholder approval for electing nine directors (board size decreasing from prior levels), advisory approval of 2025 executive compensation reflecting mixed incentive performance (Core FFO per share of $8.77 exceeded target of $8.74 and FAD of $696.08M exceeded $685.71M target, but SS NOI growth of -1.36% missed -1.15% target and 3-yr TSR of -1.47% underperformed 4.07% target), and ratification of Ernst & Young LLP as independent auditors with total fees declining 13% YoY to $2,476,798. Director nominees feature diverse expertise in real estate, finance, and operations, with strong independence (7/9 independent). The Board highlights proactive succession planning and governance practices.
- ·No 2023 LTIP or 2025 LTIP TSR/3-YR TSR awards earned (payout $0).
- ·Audit Committee has three financial experts; all members independent.
- ·Annual Meeting date: May 19, 2026.
06-04-2026
Innovative Food Holdings, Inc. (IVFH) filed a DEF 14A proxy statement for its 2026 Annual Meeting of Stockholders on May 19, 2026, at 10:00 a.m. ET in Broadview, IL, soliciting votes on Proposal 1 (election of five directors), Proposal 2 (ratification of auditors), and Proposal 3 (advisory say-on-pay vote). As of the March 31, 2026 record date, 54,649,479 shares of common stock ($0.0001 par value) were outstanding and entitled to vote, with a majority required for quorum and approvals. The company uses the SEC's Notice and Access model for proxy materials distribution, with voting available via internet, phone, mail, or in person by May 18, 2026.
- ·Proxy materials and Annual Report for fiscal year ended December 31, 2025 available at www.proxyvote.com.
- ·Voting deadline: 11:59 p.m. ET on May 18, 2026 for internet and phone votes.
- ·Proposals 1 (Director Election) and 3 (Say-on-Pay) are non-routine (broker non-votes have no effect); Proposal 2 (Auditors) is routine.
- ·Stockholder list available for examination 10 days prior to meeting by calling (239) 596-0204.
06-04-2026
XAI Octagon Floating Rate & Alternative Income Trust (XFLT) and XAI Madison Equity Premium Income Fund (MCN) have issued a joint proxy statement for their annual meeting on May 7, 2026, to elect Scott Craven Jones and William T. Meyers as Class III Trustees for each fund, serving until the 2029 annual meeting. The Board of Trustees unanimously recommends voting FOR the nominees. As of the record date of March 27, 2026, XFLT had 15,230,918 common shares and 7,300,000 preferred shares outstanding, while MCN had 21,116,722 common shares outstanding.
- ·Annual Meeting location: 321 N. Clark Street, Suite 2430, Chicago, IL 60606 at 9:00 a.m. Central time
- ·Record date: close of business on March 27, 2026
- ·Shareholder contact: (888) 903-3358
- ·XFLT shares: Common par value $0.01 per share; Preferred: Series A Mandatory Redeemable Preferred Shares
- ·MCN shares: Common par value $0.01 per share; No preferred shares
- ·Vote required: Majority of shares present in person or by proxy at meeting with quorum
06-04-2026
JPMorgan Chase & Co.'s 2026 proxy statement highlights record 2025 financial performance, including managed revenue of $185.6 billion, net income of $57.0 billion, ROE of 17%, and ROTCE of 20%, reflecting strong business execution and shareholder value creation. The document details robust board governance, recent committee reassignments, leadership under James Dimon, and support for the Security and Resiliency Initiative, with no material declines or flat metrics reported. The annual shareholder meeting is set for May 19, 2026, virtually at 10:00 a.m. ET.
- ·Annual shareholder meeting on May 19, 2026 at 10:00 a.m. Eastern Time, virtual format.
- ·Board meets at least eight times per year with independent director sessions.
- ·Recent committee changes: Ginni Rometty as Chair of Corporate Governance & Nominating Committee; Alex Gorsky and Michele Buck joined CGNC; Brad Smith and Alicia Boler Davis joined Public Responsibility Committee.
06-04-2026
Middlesex Water Company's 2026 Proxy Statement reports strong 2025 financial performance, including net income of $42.8 million, revenue of $194.7 million, and diluted EPS of $2.36, supported by 53 consecutive years of dividend increases and the addition of approximately 3,000 new customers. The company invested $96.4 million in infrastructure upgrades in 2025 and plans approximately $506 million in investments from 2026 through 2028, including $255 million for PFAS treatment at the Carl J. Olsen plant. The annual shareholder meeting is scheduled for May 19, 2026, to vote on director elections (Joshua Bershad, M.D., James F. Cosgrove, Jr., Vaughn L. McKoy, Robert Hoglund), executive compensation approval, and auditor ratification.
- ·Annual Meeting date: May 19, 2026 at 11:00 a.m. EDT (virtual)
- ·Proposals include non-binding approval of Named Executive Officer compensation and ratification of independent auditors
06-04-2026
Verizon Communications Inc. filed its DEF 14A Proxy Statement on April 6, 2026, ahead of the annual shareholder meeting on May 21, 2026. The document includes Pay vs. Performance disclosures detailing reported compensation, equity award adjustments, pension benefit changes, and other components for Principal Executive Officers (Vestberg through October 3, 2025, and Schulman from October 4, 2025) and non-PEO Named Executive Officers across fiscal years 2021-2025. No specific performance metrics or financial results are quantified in the provided filing content.
- ·Company address: 1095 Avenue of the Americas, New York, NY 10036
- ·Fiscal year end: December 31
- ·Business phone: 212-395-1000
- ·State of incorporation: Delaware
- ·Former name: Bell Atlantic Corp (changed July 3, 1992)
06-04-2026
Onto Innovation's DEF 14A proxy statement for the 2026 Annual Meeting on May 20, 2026, seeks stockholder approval for electing 6 directors, an advisory vote on named executive officer compensation, and ratification of the independent auditor for the fiscal year ending December 31, 2026. The Board comprises 7 directors (86% independent, average age 64.4 years, average tenure 6 years), with strong governance policies including majority voting, stock ownership requirements, and recent committee realignments after reducing board size from 9. No declines or flat metrics noted in governance highlights.
- ·Annual Meeting location: 16 Jonspin Road, Wilmington, MA 01887 at 8:00 a.m. Eastern Time.
- ·Stock ownership requirements: Directors 3x annual retainer; CEO 3x base salary; other NEOs 1x base salary.
- ·Policies include anti-hedging/anti-pledging, incentive compensation recovery, double-trigger change-in-control provisions, and annual ESG report.
06-04-2026
Femasys Inc. filed a DEF 14A proxy statement for a Special Meeting on April 29, 2026, at 10:00 a.m. EDT in Suwanee, Georgia, to vote on Proposal 1 (Reverse Stock Split), Proposal 2 (Issuance), and an Adjournment Proposal, each requiring more FOR than AGAINST votes. As of the March 27, 2026 Record Date, 60,390,686 common shares were outstanding, with a quorum needing 33.34% present or by proxy. The statement details voting procedures, noting Proposal 1 is likely 'routine' (broker discretion possible) while Proposal 2 is 'non-routine' (broker non-votes expected without instructions).
- ·Voting deadline: 11:59 P.M. EDT on April 28, 2026
- ·Transfer agent contact: Broadridge at (844) 998-0339 or shareholder@broadridge.com
- ·Investor Relations: ir@femasys.com or (770) 500-3910
- ·No appraisal rights for dissenting stockholders
- ·Proxy solicitation costs borne by the company; possible reimbursement to brokers
06-04-2026
Invivyd, Inc. has issued a proxy statement for its 2026 Annual Meeting of Stockholders, to be held virtually on May 19, 2026 at 8:30 a.m. ET, seeking to elect six unnamed director nominees for a one-year term and ratify PricewaterhouseCoopers LLP as independent auditor for the fiscal year ending December 31, 2026. The record date is March 20, 2026, with 282,803,863 shares of common stock outstanding entitled to vote. The Board recommends voting FOR both proposals.
- ·Proxy materials mailing to commence on or about April 6, 2026.
- ·Virtual meeting platform: www.virtualshareholdermeeting.com/IVVD2026; login from 8:15 a.m. ET.
- ·Voting standards: Plurality for directors (highest FOR votes); majority of shares present for auditor ratification.
- ·2025 Annual Report on Form 10-K available at www.proxyvote.com.
06-04-2026
Tompkins Financial Corporation's definitive proxy statement for the 2026 Annual Meeting of Shareholders on May 19, 2026, seeks to elect 11 directors for terms expiring in 2027, conduct a non-binding advisory vote on named executive officer compensation, and ratify KPMG LLP as independent auditor for the fiscal year ending December 31, 2026. The record date is March 20, 2026, with 14,414,482 shares of common stock outstanding entitled to vote. The Board unanimously recommends voting 'FOR' all proposals, with no other matters anticipated.
- ·Quorum requires majority of outstanding shares present in person or by proxy.
- ·Voting deadline for direct shares: 11:59 p.m. ET on May 15, 2026; for ESOP/401(k) Plan shares: 6:00 a.m. ET on May 14, 2026.
- ·In-person attendance requires pre-registration at least 5 business days prior and picture ID.
06-04-2026
AvalonBay Communities, Inc. has filed its 2026 Proxy Statement for the virtual Annual Meeting on May 20, 2026, seeking stockholder approval for the election of 12 directors, a non-binding advisory vote on named executive officer compensation, adoption of the 2026 Equity Incentive Plan to replace the expiring plan, and ratification of Ernst & Young LLP as independent auditors for 2026. The record date is March 23, 2026. No financial performance metrics or period-over-period comparisons are detailed in the filing excerpt.
- ·Annual Meeting: May 20, 2026, 10:00 a.m. Eastern Time, virtual via www.virtualshareholdermeeting.com/AVB2026
- ·Record date: March 23, 2026
- ·Proxy materials available on or about April 6, 2026 at www.proxyvote.com
- ·References compensation data for Benjamin W. Schall (2023-2025) and Timothy J. Naughton (2021-2022) via XBRL tags, but no numerical values provided in excerpt
06-04-2026
Howmet Aerospace's 2026 Proxy Statement outlines the Annual Meeting on May 19, 2026, seeking shareholder approval for electing 9 directors, ratifying PricewaterhouseCoopers LLP as auditors, and an advisory vote on executive compensation. 2025 financials showed strong YoY growth including sales up 11.1% to $8,252M, adjusted EBITDA up 26.2% to $2,416M, free cash flow up 46.5% to $1,431M, and diluted EPS up 32.0% to $3.71, though cash used for financing activities increased 23.7% to $(1,269)M and investing activities 38.6% to $(438)M reflecting higher capital deployment.
- ·Annual Meeting record date: March 24, 2026, with 400,713,557 shares outstanding.
- ·Virtual meeting only at www.virtualshareholdermeeting.com/HWM2026.
- ·Board features strong independent Lead Director, annual director elections, proxy access, shareholder rights to call special meetings and act by written consent.
- ·Four reportable segments organized by product worldwide.
06-04-2026
Core Molding Technologies' DEF 14A proxy statement for the May 14, 2026 annual meeting seeks approval to elect 7 directors, a non-binding advisory vote on executive compensation, amend the 2021 Long-Term Equity Incentive Plan, and ratify Crowe LLP as auditors for 2026. The Chairman's letter highlights 2025 achievements including over $63 million in annual run-rate incremental business wins ($20 million Volvo roof program, $21 million SMC compound), $88.1 million liquidity, 0.64x debt-to-adjusted EBITDA, and maintained gross margins of 17-19% despite a reduced demand environment. It announces the planned CEO transition with Dave Duvall retiring end-May 2026 and Eric Palomaki assuming the role on June 1, supported by seamless succession planning.
- ·Annual meeting at 800 Manor Park Drive, Columbus, OH, 9:00 a.m. EDT on May 14, 2026; record date March 20, 2026.
- ·Dave Duvall to serve as executive consultant through December 2027 post-retirement.
- ·Investments include state-of-the-art facility in Monterrey, Mexico, and Matamoros plant optimization.
06-04-2026
Centuri Holdings, Inc. (CTRI) filed its DEF 14A Proxy Statement on April 6, 2026, for the virtual Annual Meeting on May 19, 2026, seeking shareholder approval for the election of nine directors, an advisory vote on executive compensation, approval of the Centuri Employee Stock Purchase Plan, and ratification of PricewaterhouseCoopers LLP as independent auditors for fiscal 2026. The record date is March 23, 2026, with 100,844,515 shares of Common Stock outstanding, requiring a majority quorum. The Board recommends voting FOR all proposals, with no financial performance metrics or period comparisons disclosed in this filing.
- ·Annual Meeting at 2:00 p.m. Eastern Time on May 19, 2026, virtually at http://www.virtualshareholdermeeting.com/CTRI2026; access 15 minutes early recommended.
- ·Stockholder list available for inspection May 8 through May 18, 2026, at headquarters: 19820 North 7th Avenue, Suite 120, Phoenix, Arizona 85027.
- ·Election of directors by plurality vote; other proposals require majority of shares present; broker non-votes on non-routine matters (directors, exec comp, ESPP).
06-04-2026
Verra Mobility Corporation's DEF 14A proxy statement for the 2026 annual stockholder meeting on May 19, 2026 (virtual at 9:00 a.m. PT) seeks approval for electing three Class II directors (Patrick J. Byrne, David M. Roberts, and John H. Rexford to serve until 2029), an advisory vote on named executive officer compensation, frequency of future say-on-pay votes (Board recommends 1 year), and ratification of Deloitte & Touche LLP as independent auditors for fiscal year ending December 31, 2026. The record date is March 24, 2026. No financial performance metrics or period-over-period comparisons are detailed in the filing.
- ·Annual Meeting held completely virtual at www.virtualshareholdermeeting.com/VRRM2026
- ·Board recommends FOR Proposals 1, 2, and 4; 1 YEAR for Proposal 3
- ·David M. Roberts is the only non-independent director due to his CEO position; majority of Board is independent per Nasdaq standards
06-04-2026
Dorman Products, Inc. will hold its virtual annual shareholder meeting on May 15, 2026 (record date March 25, 2026), seeking approval for electing eight directors, advisory vote on 2025 named executive officer compensation, ratification of KPMG LLP as auditor for 2026, and the 2026 Omnibus Incentive Plan reserving 1,543,000 shares. 2025 financial highlights include net sales of $2.13 billion (up 6.0% YoY), diluted EPS of $6.64 (up 8.1% YoY), and gross profit up 11.3% YoY, with $114 million in operating cash flow generated, $42 million debt repaid, and $41 million in stock repurchased; no declines or flat metrics were reported.
- ·Meeting access via live webcast at www.virtualshareholdermeeting.com/DORM2026
- ·50% of independent director nominees are racially or gender diverse
- ·Average tenure of independent director nominees: approximately 9 years
- ·Executive compensation features majority variable and performance-based pay, robust stock ownership guidelines, clawback policies, and no tax gross-ups or excessive perquisites
06-04-2026
Tigo Energy, Inc. has issued a proxy statement for its 2026 Annual Meeting of Stockholders, to be held virtually on May 19, 2026 at 9:00 a.m. Pacific Time via www.proxydocs.com/tygo. Stockholders of record as of March 24, 2026, with 75,859,828 shares of common stock outstanding, will vote on electing seven directors, ratifying Deloitte & Touche LLP as independent auditors for the fiscal year ending December 31, 2026, and approving the Employee Stock Purchase Plan. No financial performance metrics or period-over-period comparisons are provided in the filing.
- ·Proxy materials made available on or about April 6, 2026
- ·Mailed proxy cards must be received no later than May 18, 2026
- ·Annual Report on Form 10-K for year ended December 31, 2025 included with proxy materials
06-04-2026
Medifast, Inc. filed its definitive proxy statement for the 2026 Annual Meeting of Stockholders on May 19, 2026, at 4:30 p.m. ET in Baltimore, MD, with a record date of March 23, 2026. Stockholders will vote on electing seven director nominees for one-year terms (including new nominees Parsa Kiai and Jeffrey Rose; incumbents Jeffrey J. Brown and Michael A. Hoer not standing for re-election), ratifying RSM US LLP as independent auditors for FY 2026, advisory approval of named executive officer compensation, and approval of the Amended and Restated 2012 Share Incentive Plan.
- ·Annual Meeting location: Courtyard by Marriott Baltimore Downtown/Inner Harbor, 1000 Aliceanna Street, Baltimore, Maryland 21202; doors open at 4:00 p.m. ET.
- ·Board changes: Two independent directors (Brown and Hoer) not standing for re-election; two new nominees (Kiai and Rose).
- ·Strict admission requirements: proof of ownership and photo ID required; no cellphones, recording, or photographic equipment permitted.
06-04-2026
Eagle Point Institutional Income Fund is convening its 2026 Annual Meeting of Shareholders on May 12, 2026, at 8:20 a.m. ET in Greenwich, CT, primarily to elect two Class II Trustees: Paul E. Tramontano by common and preferred shares voting together, and James R. Matthews by preferred shares voting separately, each to serve until the 2029 annual meeting. The record date is March 31, 2026, with 18,517,365 common shares, 1,400,000 Series A Preferred Shares, and 300,000 Series B Preferred Shares outstanding. The Board recommends voting FOR both nominees, with proxy materials available at www.epiif.com.
- ·Quorum requires one-third of votes entitled to be cast.
- ·Election requires plurality of shares voted; abstentions and broker non-votes have no effect.
- ·Annual Report for fiscal year ended December 31, 2025, available upon request or at www.epiif.com.
- ·Proxies may be solicited by phone/mail by Fund personnel or retained solicitor at market rates.
06-04-2026
Eagle Point Credit Company Inc. will hold its 2026 Annual Meeting of Stockholders on May 12, 2026, at 8:00 a.m. ET in Greenwich, CT, to elect two directors: Kevin F. McDonald by holders of common and preferred stock voting together as a single class, and Thomas P. Majewski by preferred stockholders voting separately, each to serve until the 2029 annual meeting. The record date is March 31, 2026, with 132,208,768 shares of common stock and 12,318,868 shares of various preferred stock outstanding. No other matters are scheduled, and proxy solicitation expenses may include up to $15,000 for a retained solicitor.
- ·Quorum requires presence of holders of a majority of the Company’s capital stock issued and outstanding and entitled to vote.
- ·Director election requires affirmative vote of a plurality of votes cast; abstentions and broker non-votes have no effect.
- ·Annual Report for fiscal year ended December 31, 2025, available at www.eaglepointcreditcompany.com.
06-04-2026
Horace Mann Educators Corporation's 2026 proxy statement for its May 20 annual meeting highlights FY2025 financials including record core earnings of $195.8 million (up YoY with core ROE at 12.4%, +3 points), net income of $162.1 million (+$3.90/share), 7% revenue growth, and 15.7% increase in reported book value per share to $36.47. However, AIP adjusted core earnings decreased to $178.8 million after adjustments for non-recurring and volatile items. The company returned $57.1 million to shareholders via dividends and repurchased nearly 500,000 shares for $21 million.
- ·Annual shareholder meeting: May 20, 2026 at 9:00 a.m. CDT via www.virtualshareholdermeeting.com/HMN2026
- ·Record date: March 24, 2026
- ·Proposals: Elect nine directors; advisory approval of NEO compensation; ratify KPMG LLP as auditors for year ending Dec 31, 2026
- ·17th consecutive annual dividend increase approved by Board in FY2025
- ·$50 million additional share repurchase program authorized in May 2025
- ·Core EPS FY2025: $4.71
- ·Net income EPS FY2025: $3.90
06-04-2026
Eagle Point Income Company Inc. is soliciting proxies for its 2026 Annual Meeting of Stockholders on May 12, 2026, to elect two Class III directors: Kevin F. McDonald by preferred stockholders voting separately, and Thomas P. Majewski by common and preferred stockholders voting together, each to serve until the 2029 annual meeting. As of the March 31, 2026 record date, 23,043,757 shares of common stock, 1,521,649 shares of 5.00% Series A Term Preferred Stock due 2026, and 4,173,076 shares of 8.00% Series C Term Preferred Stock due 2029 were outstanding. No other matters are proposed, and the Board recommends voting for both nominees.
- ·Record date: March 31, 2026.
- ·Meeting location: 600 Steamboat Road, Suite 202, Greenwich, CT 06830 at 8:15 a.m. Eastern Time.
- ·Board composition: 6 directors, 4 independent.
- ·Quorum: majority of capital stock outstanding.
- ·Vote required: plurality for director elections.
- ·Proxy materials available at www.eaglepointincome.com; Annual Report for fiscal year ended December 31, 2025.
06-04-2026
NeoGenomics, Inc. filed its definitive proxy statement (DEF 14A) on April 6, 2026, for the virtual 2026 Annual Meeting of Stockholders on May 21, 2026, at 10:00 a.m. ET, with a record date of March 23, 2026. Key proposals include electing nine independent-leaning directors, an advisory vote on executive compensation, approval of the Second Amendment to the 2023 Equity Incentive Plan, and ratification of Deloitte & Touche LLP as auditor for the fiscal year ending December 31, 2026. The statement highlights strong corporate governance with eight of nine director nominees independent as of April 2026.
- ·2026 Annual Meeting held virtually via live webcast at www.virtualshareholdermeeting.com/NEO2026
- ·Notice of Internet Availability mailed on or about April 6, 2026
- ·2025 Annual Report filed with SEC on February 17, 2026
- ·All Audit & Finance, Culture & Compensation, and Nominating & Corporate Governance committees comprised solely of independent directors as of April 2026
06-04-2026
FB Financial Corporation (FBK) filed its DEF 14A proxy statement for the 2026 annual shareholder meeting on May 21, 2026, at 1:00 p.m. CT in Nashville, TN, with a record date of March 27, 2026. Key items include election of 13 directors, approval of the 2026 Incentive Plan and amendments to the Employee Stock Purchase Plan, advisory vote on named executive officer compensation, charter amendments to eliminate supermajority voting standards, and ratification of Crowe LLP as auditors for fiscal year ending December 31, 2026. Proxy materials are available online via notice and access model starting April 8, 2026.
- ·Meeting location: 1221 Broadway, Suite 1300, Nashville, Tennessee 37203.
- ·Proxy materials first available on or about April 8, 2026.
- ·Website for materials: https://investors.firstbankonline.com
06-04-2026
Immix Biopharma, Inc. (IMMX) has issued a proxy statement for its 2026 Annual Meeting of Stockholders on May 22, 2026, at 12:00 p.m. ET, to elect nine director nominees and ratify Crowe LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The record date is March 31, 2026, with 53,012,092 shares of common stock outstanding, requiring a quorum of 26,506,047 shares. No financial performance metrics are discussed.
- ·Annual Meeting location: 11400 West Olympic Blvd., Suite 200, Los Angeles, CA 90064.
- ·Voting deadlines: Internet voting closes at 11:59 p.m. ET on May 21, 2026; proxy cards by mail received no later than May 21, 2026.
- ·Proposal 1 (Director Election): Plurality vote; abstentions and broker non-votes have no effect.
- ·Proposal 2 (Auditor Ratification): Majority of votes cast; routine matter, no broker non-votes expected.
06-04-2026
TLGY Acquisition Corp is convening an Extraordinary General Meeting on April 15, 2026, to vote on the Extension Proposal, which amends the Charter to allow Sponsors to extend the initial business combination Termination Date beyond April 16, 2026, by up to six one-month periods via reduced monthly deposits (lesser of $0.05 per share or $10,000). This provides additional time to close the previously shareholder-approved Business Combination with StablecoinX Inc. and StablecoinX Assets, Inc., approved on March 10, 2026, amid pending Nasdaq listing approval. However, shares were delisted from Nasdaq in December 2024 and now trade on OTCPINK with potentially lower liquidity, and public shareholders may redeem at approximately $13.19 per share.
- ·Redemption demand deadline: 5:00 p.m. Eastern Time on April 13, 2026
- ·Record date for voting: March 20, 2026
- ·Business Combination Agreement signed: July 21, 2025
- ·Registration Statement on Form F-4 effective: February 17, 2026
- ·Delisted from Nasdaq: December 2024, now quoted on OTCPINK
06-04-2026
Quest Diagnostics' 2026 Proxy Statement outlines the May 20, 2026 Annual Meeting agenda, including election of 11 directors, advisory approval of executive compensation (with 2025 annual incentives at 116% of target and performance shares at 154% for the 2025 cycle), ratification of PricewaterhouseCoopers LLP as auditor, and a stockholder proposal for an independent board chairman (board recommends against). 2025 business highlights include revenue growth of 11.8% to $11.04 billion, adjusted diluted EPS of $9.85, over $450 million in stock repurchases, and a 7.5% dividend increase to $0.86 per share; the company also advanced AI initiatives, collaborations, and innovations in advanced diagnostics generating over $1 billion.
- ·Annual Meeting record date: March 23, 2026; stockholder proposals for 2027 Annual Meeting deadlines: Rule 14a-8 by Dec 7, 2026; others Jan 20-Feb 19, 2027; proxy access Nov 7-Dec 7, 2026.
- ·Equity award mix for 2025: 50% Performance Shares (revenue growth 50%, ROIC 30%, relative TSR 20%), 25% Stock Options, 25% RSUs, all 3-year vesting.
- ·Over 90% U.S. insured lives health plan access maintained.
- ·Integrated eight acquisitions from 2024 for growth including in Canada.
- ·Fifteenth dividend increase since 2012.
06-04-2026
Alnylam Pharmaceuticals' 2026 proxy statement proposes the election of three Class I directors—Stuart A. Arbuckle, Yvonne L. Greenstreet, M.D., and Elliott Sigal, M.D., Ph.D.—at the virtual annual meeting on May 20, 2026, following recent board changes including the retirement of Dr. Phillip A. Sharp in May 2025, resignations of Michael W. Bonney and Carolyn R. Bertozzi in December 2025, and Mr. Arbuckle's appointment in January 2026. The board recommends approval of all nominees, an advisory 'say-on-pay' vote on executive compensation, and ratification of independent auditors. No financial performance metrics or period-over-period comparisons are detailed in the provided filing excerpt.
- ·Record date: March 25, 2026
- ·Annual meeting: May 20, 2026 at 10:30 a.m. ET, virtual at www.virtualshareholdermeeting.com/ALNY2026
- ·Board size reduced from 12 to 11 on May 8, 2025, and from 11 to 10 on December 2, 2025
06-04-2026
South Plains Financial, Inc. (SPFI) filed a definitive proxy statement (DEF 14A) on April 6, 2026, for its 2026 Annual Meeting of Shareholders, to be held virtually on May 11, 2026, at 2:00 p.m. Central Time. The meeting agenda includes electing two Class I directors to serve until the 2029 annual meeting, ratifying Forvis Mazars, LLP as the independent auditor for the year ending December 31, 2026, and an advisory vote on named executive officer compensation. The record date is March 19, 2026, and attendance requires a 16-digit control number via www.virtualshareholdermeeting.com/SPFI2026.
- ·Meeting held solely by remote communication per Texas law and Third Amended and Restated Bylaws; no in-person attendance allowed.
- ·2025 Annual Report to Shareholders and Form 10-K for year ended December 31, 2025 available at www.proxyvote.com and https://www.spfi.bank/financials-filings/sec-filings.
- ·Shareholder proposals for 2027 annual meeting due by specified date (details in full proxy statement).
06-04-2026
Permian Resources Corporation's DEF 14A Proxy Statement, filed April 6, 2026, solicits votes for the 2026 Annual Meeting on May 19, 2026, including electing ten directors, advisory approval of named executive officer compensation, ratification of KPMG LLP as auditors for fiscal year ending December 31, 2026, approval of the First Amendment to the 2023 Long Term Incentive Plan, and amendment to subsidiary Permian Resources Holdings Inc.'s certificate to remove pass-through voting. Co-CEOs William M. Hickey III and James H. Walter highlight 2025 operational achievements, cost leadership in the Delaware Basin, and confidence in continued shareholder value creation with no noted declines. The Board recommends FOR all proposals.
- ·Annual Meeting location: Petroleum Club of Midland, 501 West Wall Street, Midland, TX 79701
- ·Record date: March 31, 2026
- ·Voting deadline (internet/telephone/mail): 11:59 p.m. Eastern Time on May 18, 2026
06-04-2026
Integra LifeSciences Holdings Corp (IART) filed its definitive DEF 14A proxy statement on April 6, 2026, disclosing compensation data for Principal Executive Officers (PEOs), including Jan DeWitte (2021-2025) and Mojdeh Poul (2025), as well as former PEO Peter J. Arduini (2021), and non-PEO Named Executive Officers across fiscal years 2021-2025. The filing includes XBRL-tagged details on equity awards, pension value changes, fair value adjustments, vesting dates, dividends on unvested awards, and other compensation adjustments, with no specific monetary values provided in the extracted content. No period-over-period performance metrics or changes are quantified in the visible data.
- ·Filing covers fiscal years 2021 through 2025 (January 1 to December 31 each year).
- ·CIK: 0000917520.
- ·Currency: USD.
06-04-2026
Rocket Lab Corporation's DEF 14A proxy statement for the 2026 Annual Meeting on May 20, 2026, solicits votes on four proposals: election of one Class II director to serve until 2029, ratification of Deloitte & Touche LLP as independent auditors for the fiscal year ending December 31, 2026, advisory approval of named executive officer compensation, and approval of a subsidiary merger to eliminate the pass-through voting provision in wholly-owned subsidiary Rocket Lab USA, Inc.'s charter. The record date is March 30, 2026, with 575,767,300 shares of Common Stock and 45,951,250 shares of Series A Preferred Stock outstanding, voting together as a single class. The Board recommends voting 'FOR' all proposals, with no financial performance metrics or period-over-period comparisons disclosed.
- ·Annual Meeting held virtually at www.virtualshareholdermeeting.com/rklb2026 on May 20, 2026, at 1:30 p.m. PDT.
- ·Holding Company Reorganization announced May 8, 2025, and implemented May 23, 2025.
- ·Quorum requires majority of outstanding shares present or by proxy; Proposal 4 requires majority of outstanding voting power.
06-04-2026
Crown Castle Inc. filed its definitive proxy statement (DEF 14A) on April 6, 2026, for the 2026 Annual Meeting of Stockholders, to be held virtually on May 20, 2026, at 9:00 a.m. Central Time. The filing discloses Pay vs. Performance data for multiple principal executive officers (PEOs), including Steven J. Moskowitz, Daniel K. Schlanger, and Christian H. Hillabrant for fiscal year 2025, as well as prior PEOs Jay A. Brown and Anthony J. Melone for 2021-2024; no specific compensation adjustments or performance variances are detailed in the provided excerpt. Stockholders will receive proxy materials electronically or by mail, with voting encouraged regardless of attendance.
- ·Annual Meeting held virtually via live webcast at www.virtualshareholdermeeting.com/CCI2026.
- ·Proxy Materials Notice sent to most stockholders on or about April 6, 2026.
- ·References 2025 Form 10-K for company strategy details.
- ·Pay vs. Performance disclosures cover fiscal years 2021 through 2025 for PEOs and non-PEO NEOs.
06-04-2026
NC SLF Inc. filed a definitive proxy statement (DEF 14A) on April 6, 2026, for its virtual annual shareholder meeting on May 21, 2026, seeking election of three board nominees—Kenneth Kencel, Stephen Potter, and James Ritchie—for one-year terms until the 2027 annual meeting. The record date is March 31, 2026, with 67,147,028 shares of common stock outstanding entitled to vote. The Board unanimously recommends voting FOR all nominees, with no other financial metrics or performance data disclosed in the filing.
- ·Annual meeting held virtually via Zoom at https://churchillam.zoom.us/j/98919266978?pwd=lFSUPkMe7lhpW6h5SB4Yk9j7iJX11R.1&from=addon, requiring control number from proxy card.
- ·Proxy voting deadline: 11:59 p.m. Eastern Time on May 20, 2026.
- ·References annual report on Form N-CSR for fiscal year ended December 31, 2025, available at www.proxyvote.com and www.sec.gov.
06-04-2026
Integer Holdings Corporation's DEF 14A proxy statement for the 2026 Annual Meeting highlights FY2025 financial performance with sales up 8% YoY to $1.854 billion, adjusted operating income up 13% to $321 million, and adjusted EPS up 21% to $6.40, supported by $179 million in tuck-in acquisitions and $196 million in operating cash flow. However, reported operating income grew only 6% to $221 million and diluted EPS declined 15% to $2.89. Stockholders will vote on electing 11 directors, ratifying Deloitte & Touche LLP as auditors for FY2026, an advisory vote on NEO compensation, and approving the 2026 Omnibus Incentive Plan.
- ·2026 Annual Meeting: May 20, 2026 at 9:00 a.m. Central Time, Hilton Dallas/Plano Granite Park Hotel, 5805 Granite Parkway, Plano, Texas
- ·Record date: March 31, 2026
- ·Company serves cardio and vascular, neuromodulation, and cardiac rhythm management markets as a medical device CDMO
06-04-2026
U.S. Energy Corp. (USEG) filed its DEF 14A Proxy Statement dated April 6, 2026, for the 2026 Annual Meeting of Stockholders on May 8, 2026, at its Houston offices, with a record date of March 9, 2026, when 44,269,192 shares of Common Stock were issued and outstanding. Shareholders will vote on Proposal 1: election of two directors (plurality vote); Proposal 2: ratification of Weaver & Tidwell, L.L.P. as independent auditors for fiscal year ending December 31, 2026 (discretionary for brokers); Proposal 3: advisory vote on named executive officer compensation (non-discretionary); and Proposal 4: approval of the NASDAQ 20% Cap Removal Proposal (non-discretionary). The filing references compensation disclosures for the Principal Executive Officer (PEO) and Non-PEO Named Executive Officers for 2023-2025, including equity awards and fair value changes, but no specific numerical amounts are provided in the excerpt.
- ·Annual Meeting time: 9:00 AM CDT at 1616 Voss, Suite 725, Houston, TX 77057
- ·Broker voting: Discretionary only for Proposal 2 (auditor ratification); non-discretionary for Proposals 1, 3, and 4
- ·Quorum requires majority of voting power present in person or by proxy; abstentions and broker non-votes count for quorum but not director election
- ·XBRL disclosures cover PEO and Non-PEO NEO compensation components for FY 2023, 2024, and 2025, including equity awards granted/vested, fair value changes, and dividends on equity
06-04-2026
Alkermes plc's DEF 14A proxy statement for the 2026 Annual General Meeting on May 20, 2026, seeks approval for electing nine director nominees, a non-binding advisory vote on named executive officer compensation, ratification of PricewaterhouseCoopers LLP as independent auditor, approval of the amended 2018 Stock Option and Incentive Plan, and renewal of board authorities to allot shares and disapply pre-emption rights under Irish law. The company reported approximately $1.48 billion in revenues for 2025, completed the acquisition of Avadel Pharmaceuticals plc, advanced its pipeline with alixorexton receiving FDA Breakthrough Therapy designation for narcolepsy type 1, and announced CEO Richard F. Pops' retirement at end-July with Blair Jackson succeeding as CEO. No declines or flat performance metrics were highlighted.
- ·Record date for AGM voting eligibility: March 13, 2026
- ·AGM location: Connaught House, 1 Burlington Road, Dublin 4, Ireland, D04 C5Y6 at 2:00 p.m. Irish Standard Time
- ·Proposal 6 requires 75% affirmative vote as a special resolution under Irish law; others require majority
06-04-2026
The proxy statement for Nuveen Churchill Private Capital Income Fund announces the annual shareholder meeting on May 21, 2026, at 1:00 p.m. ET, held virtually via live audio webcast, to elect six board members: Kenneth Kencel, William Huffman, Stephen Potter, James Ritchie, Dee Dee Sklar, and Sarah Smith, for terms until the 2027 annual meeting. The record date is March 31, 2026, with 62,021,783 common shares outstanding across Class S (1,903,144 shares), Class D (1,333,519 shares), and Class I (58,785,120 shares). The Board unanimously recommends voting FOR all nominees.
- ·Annual Meeting voting deadline: 11:59 p.m. ET on May 20, 2026 for mailed proxies
- ·Quorum requires majority of outstanding Common Shares present or by proxy
- ·Board election requires plurality of votes cast; abstentions have no effect
- ·Proxy materials available at www.virtualshareholdermeeting.com/PCAP2026 and www.nuveen.com/pcap
06-04-2026
Senseonics Holdings, Inc. (SENS) proxy statement for the 2026 Annual Meeting seeks stockholder approval for electing three Class I directors (Timothy T. Goodnow, Francine R. Kaufman, Sharon Larkin) for terms expiring in 2029, advisory votes on named executive officer compensation and frequency of say-on-pay votes, ratification of KPMG LLP as independent auditors for the year ending December 31, 2026, amendment to the Certificate of Incorporation to increase authorized common shares from 70,000,000 to 140,000,000, and approval of the 2026 Equity Incentive Plan. The Board consists of nine members divided into three classes, with 41,795,466 shares outstanding on the record date requiring a quorum of 20,897,734 shares. No financial performance metrics are discussed.
- ·Proposals 1, 2, 3, and 6 are non-routine under NYSE rules, potentially resulting in broker non-votes; Proposals 4 and 5 are routine.
- ·Voting for Proposal 1 (Director Election): plurality (three nominees with most 'For' votes); Proposal 2 and 6: majority of shares present/entitled to vote ('For' > 'Against' + Abstentions); Proposal 5: 'For' votes must exceed 'Against' votes.
- ·Preliminary voting results announced at Annual Meeting; final results in Form 8-K within four business days after.
- ·Record date share count: 41,795,466; Board has three classes with Class I terms expiring 2026, Class II to 2027, Class III to 2028.
06-04-2026
Assertio Holdings, Inc. (ASRT) filed its DEF 14A Proxy Statement for the virtual 2026 Annual Meeting on May 5, 2026, soliciting votes to elect six director nominees, approve an amendment to the 2014 Omnibus Incentive Plan increasing available shares, provide advisory approval of named executive officer compensation, and ratify Grant Thornton LLP as auditors for fiscal year 2026. The company implemented a 1-for-15 reverse stock split on December 26, 2025, with all share data retrospectively adjusted. Stockholder derivative lawsuits involving certain directors are ongoing, as noted in the 2025 10-K.
- ·Record date for voting eligibility: March 9, 2026.
- ·Virtual meeting pre-registration deadline: 11:59 p.m. CT on May 4, 2026.
- ·Annual Report on Form 10-K for fiscal year ended December 31, 2025, filed March 16, 2026.
- ·Meeting conducted exclusively via live webcast at https://www.viewproxy.com/asrt/2026.
- ·Stockholder derivative lawsuits detailed in Note 8 of 2025 10-K.
06-04-2026
YYAI's DEF 14A proxy statement, filed April 6, 2026, seeks election of five directors—Thomas Tarala (CEO), Hongyu Zhou (Chairman), Chenlong Liu, Hai Bin Cui, and Bini Zhu—to serve until the next annual meeting. As of February 23, 2026, 42,142,432 shares of common stock are outstanding, with Hongyu Zhou beneficially owning 5,816,489 shares (13.8%) and the directors/officers group holding the same amount; all other listed individuals own 0 shares. The board has three independent directors serving on audit, compensation, and nominating committees, with no family relationships or legal proceedings noted.
- ·Thomas Tarala and Hongyu Zhou appointed to board November 21, 2024; Hai Bin Cui September 16, 2025; Bini Zhu August 15, 2025.
- ·Audit Committee: two meetings on October 22, 2025, and January 13, 2026; Hai Bin Cui is financial expert.
- ·Compensation Committee: one meeting on January 13, 2026.
- ·Directors Chenlong Liu, Hai Bin Cui, and Bini Zhu are independent; Tarala and Zhou are non-independent.
- ·No 10b5-1 trading plans; no family relationships or adverse legal proceedings involving directors/officers.
06-04-2026
Knife River Corporation's DEF 14A proxy statement for the May 20, 2026 annual stockholder meeting highlights a solid 2025 performance with a record year-end backlog of $1 billion, supporting ongoing strategic initiatives including pricing optimization, plant efficiencies, and organic/inorganic growth. The meeting agenda includes election of two Class III directors, an advisory vote on named executive officer compensation, and ratification of Deloitte & Touche LLP as independent auditors for 2026. No declines or flat metrics are disclosed in the filing.
- ·Annual meeting: May 20, 2026 at 10:00 a.m. CDT, virtual via www.virtualshareholdermeeting.com/KNF2026
- ·Record date: March 27, 2026
- ·Proxy materials available at www.knfproxy.com
06-04-2026
NBT Bancorp Inc. has issued its definitive proxy statement for the 2026 Annual Meeting of Stockholders on May 19, 2026, at 11:00 a.m. EDT, to be held virtually, seeking votes to elect 12 director nominees for one-year terms (Proposal 1), approve on a non-binding advisory basis the compensation of named executive officers (Proposal 2), and ratify KPMG LLP as independent auditors for the year ending December 31, 2026 (Proposal 3). The record date is March 23, 2026, with 52,009,646 shares of common stock outstanding, each entitled to one vote. No financial performance metrics or period comparisons are detailed in the provided filing content.
- ·Quorum requires majority of outstanding shares present or represented.
- ·Proposal 1 (director election): plurality (more FOR than AGAINST).
- ·Proposals 2 and 3: majority of shares present and entitled to vote.
- ·Proposal 3 is routine (broker discretionary); Proposals 1 and 2 are non-routine (no broker vote).
- ·Voting deadlines: 11:59 p.m. ET May 18, 2026 for direct shares; May 14, 2026 for 401(k) plans.
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