US Executive Compensation Proxy SEC Filings — April 22, 2026

Executive Compensation Insights

50 high priority50 total filings analysed

Executive Summary

Across 50 DEF 14A proxy statements filed on April 22, 2026, for US SEC-listed firms, overarching themes include routine approvals for director elections, auditor ratifications, and advisory say-on-pay votes ahead of virtual AGMs clustered in May-June 2026, with 80% recommending annual pay frequency. Where enriched data available (15/50 filings), period-over-period trends show robust revenue growth averaging +15% YoY (e.g., Veracyte +16%, LegalZoom +11%, Oscar Health 41% CAGR 2023-2025), margin expansions (LegalZoom adj EBITDA 23%), and deposit/asset growth (Western Alliance +16.3% deposits YoY), though outliers like SAIC (-3% revenue YoY) highlight sector headwinds. Governance enhancements dominate (e.g., board declassifications in Ulta, Veracyte; independent chairs in GXO), alongside equity-heavy comp (PSUs tied to revenue/TSR/rTSR in Resideo, Pulmonx, LegalZoom) aligning pay with performance. Capital allocation favors buybacks ($422M Western Alliance, $375M Keros) over dividends, signaling confidence; leadership transitions (e.g., Pulmonx CEO/CFO changes with severance/sign-ons) mix bullish growth with dilution risks from equity plan expansions (Cerus +10M shares). Portfolio-level patterns reveal biotech (20+ firms) vulnerability to program halts (Keros cibotercept discontinued) vs. tech/fintech outperformance (Robinhood assets doubled). Market implications: High say-on-pay approval potential boosts sentiment, but watch dilution and reverse splits (Offerpad 1:5-50, DocGo 1:5-10) for pressure.

Tracking the trend? Catch up on the prior US Executive Compensation Proxy SEC Filings digest from April 15, 2026.

Investment Signals(12)

  • Veracyte(BULLISH)

    Revenue +16% YoY to $517.1M, test volume +18% to 179,528, cash from ops $136.3M, board declassification completed

  • LegalZoom(BULLISH)

    Revenue +11% YoY to $756M, subscription +13% to $492M, adj EBITDA margin 23%, $80M cash returned to shareholders, revised PSUs on revenue/TSR

  • Net income $990.6M, deposits +16.3% YoY ($10.8B growth), EPS +23.1% YoY to $8.73, CET1 11.0%, $422M buybacks

  • 41% revenue CAGR 2023-2025, market share doubled to 30%, SG&A ratio improved ~7 points, 3.4M members, AI bots 67% faster

  • Robinhood(BULLISH)

    Retirement AUM doubled to $26.5B, 4.2M Gold subscribers record, $1.5B deposits/banking, 12B prediction contracts traded

  • Cerus(BULLISH)

    Product revenue $206.1M exceeding guidance, GAAP net loss narrowed to $15.6M, positive adj EBITDA $9.5M 2nd year, positive ops cash flow

  • Resideo(BULLISH)

    NEO PSUs rTSR vs S&P 600 (max 75th percentile), ROIC max 115%, vested stock realized $21.5M CEO, no comp declines

  • Governance upgrades (declassification, age 75 limit, AI advisory group), all independent committees, non-exec Chair

  • Record 2025 performance, CEO transition to Patrick Kelleher, board refresh with automation/tech experts

  • Shimmick(BULLISH)

    Improved core project margins, exiting non-core revenue decline strategically, solid liquidity

  • WillScot(BULLISH)

    Unified commercial strategy, route optimization/insourcing efficiencies amid demand volatility

  • Keros(BULLISH)

    $375M capital return via buybacks optimizing structure post-DMD/ALS Phase 2 advancements

Risk Flags(10)

  • SAIC/Revenue Decline[HIGH RISK]

    Revenue contracted 3% YoY to $7.3B due to govt shutdowns/efficiency cuts, despite EPS +18%

  • CEO/CFO resignations Oct 2025, severance $600K/$347K + consulting fees, large new exec equity (1.2M RSUs CEO) dilution risk

  • Discontinued cibotercept (KER-012) after Phase 2 safety/efficacy issues in PAH

  • Authorizing 1-for-5 to 1-for-50 reverse split on Class A shares, signaling share price pressure

  • Alternative reverse split 1-for-5 to 1-for-10 with share reduction, potential distress indicator

  • Narrowed GAAP net loss $15.6M but still loss-making despite revenue beat

  • Net charge-offs + to 0.24% from 0.18% YoY, NPLs slight dip to 0.85%, turnover 11.6%

  • Shares adjusted for 1-for-10 reverse Dec 2025, post-dilution overhang

  • Board reduced to 6 from 7, Series A preferred redeemed 2024

  • IIPR/Director Retirement[LOW RISK]

    Gary Kreitzer retiring, potential governance shift

Opportunities(10)

  • Decipher metastatic expansion, Afirma v2 transition, NIGHTINGALE trial complete, revenue +16% YoY

  • Cerus/Milestones(OPPORTUNITY)

    RedeS Phase 3 enrollment done, Blood Centers agreement (50% US supply), $7.2M DoD funding, INT200 CE Mark

  • AI/crypto/tokenization focus, TradePMR/Bitstamp acquisitions, Indonesia JV ahead of intl growth

  • PSU revisions per stockholder feedback, revenue +11% YoY, strong independence 5/6 board

  • Superagent bots 67% faster, Oswell 86% completion, board refresh 3 new/5 out last 5yrs

  • Zenkuda BLA 2026 for DR/RVO/wet AMD, Phase 3 for KSI-501/101

  • SAIC/Acquisition Synergies(OPPORTUNITY)

    $203M SilverEdge buy for AI/digital, FCF +16% to $577M despite revenue dip

  • TBVPS +17.3% YoY to $61.29, 1.8x uninsured deposits coverage

  • New exec PSUs on 2-yr revenue/$4 stock price, CIC acceleration

  • rinvatercept (KER-065) Phase 2 ALS/MGH trial March 2026

Sector Themes(6)

  • Biotech Leadership Transitions & Dilution

    8/20 biotech filings (Pulmonx, Cerus +10M shares, Sutro 1:10 split) show CEO/CFO changes with large RSU/PSU grants (e.g., Pulmonx 1.2M RSUs), severance, risking 10-20% dilution but aligning on revenue hurdles; implies high-burn growth bets

  • Tech/Fintech Growth Momentum

    10 firms (Robinhood assets x2, LegalZoom +11% rev, Oscar 41% CAGR) average +20% YoY metrics, AI focus (bots, strategies), $500M+ buybacks/returns; outpaces broader market, favor long equity comp

  • Governance Overhauls Prevalent

    12/50 (Ulta AI group, Veracyte declass, GXO refresh) emphasize independence (avg 90% indep boards), age limits, non-exec chairs; boosts say-on-pay pass rates >95%, undervalued stability plays

  • Capital Returns via Buybacks

    4/50 explicit ($422M Western Alliance +23% EPS, $375M Keros), prioritizing repurchases over dividends amid strong FCF (+16% SAIC); signals conviction in undervaluation, avg 15% YoY EPS growth where reported

  • Reverse Splits in Distressed Small Caps

    4 filings (Offerpad 1:5-50, DocGo 1:5-10, Sutro 1:10) cluster in real estate/tech, post-IPO pressures; watch for Nasdaq compliance but short-term volatility

  • Equity Plan Expansions Common

    15/50 seek share increases (Cerus +10M, Qualys amended 2012 plan, Smart Sand 2026 EIP/ESPP); ties to PSUs/rTSR, potential 5-15% dilution but performance-linked vesting mitigates

Watch List(8)

  • June 9, 2026 virtual meeting, watch 2026 Incentive Plan approval, AI advisory impact on comp [June 9, 2026]

  • June 3, 2026 meeting, monitor ratio selection post-record date April 9 for share price reaction [June 3, 2026]

  • Track $4.00 stock price/2-yr revenue vesting post-leadership change, dilution from 2.4M units [Ongoing 2026]

  • June 2, 2026 vote on +10M shares, post-RedeS Phase 3 enrollment milestones [June 2, 2026]

  • June 2, 2026 AGM, follow AI/crypto/tokenization plans, Bitstamp integration [June 2, 2026]

  • Post-cibotercept halt, watch rinvatercept Phase 2 ALS data/MGH trial [H2 2026]

  • SAIC/Earnings Call
    👁

    Post-June 3, 2026 proxy, monitor FY2026 guidance after -3% rev, SilverEdge synergies [Q1 FY2027]

  • Quarterly watch charge-offs (0.24% YoY up), CET1 11.0% buffer amid turnover 11.6% [Quarterly]

Filing Analyses(50)
Ulta Beauty, Inc.DEF 14Apositivemateriality 9/10

22-04-2026

Ulta Beauty, Inc. filed its definitive proxy statement (DEF 14A) on April 22, 2026, for the virtual Annual Meeting of Stockholders on June 9, 2026, proposing the election of 10 director nominees, amendments to the Certificate of Incorporation to limit officer liability and add forum selection provisions, ratification of Ernst & Young LLP as auditors for fiscal 2026 (ending January 30, 2027), advisory approval of executive compensation, and approval of the 2026 Incentive Award Plan; the Board recommends FOR all proposals. The Board highlights governance enhancements including declassification, annual elections, majority voting, director age limit of 75, and formation of an AI advisory group, with all standing committees composed of independent directors and a non-executive Chair. No performance declines or flat metrics are noted in the filing.

  • ·Record date for stockholders: April 13, 2026
  • ·Annual Meeting: 10:00 a.m. CDT on June 9, 2026, virtually at www.virtualshareholdermeeting.com/ULTA2026
  • ·Voting deadline: 10:59 p.m. CDT on June 8, 2026
  • ·Director age limit: 75 (absent Board approval)
  • ·Fiscal year 2026 ends: January 30, 2027
  • ·Proxy materials available around April 22, 2026 at https://ulta.com/investor
Absci CorpDEF 14Aneutralmateriality 5/10

22-04-2026

Absci Corporation (ABSI) filed its DEF 14A proxy statement for the virtual Annual Meeting of Stockholders on June 4, 2026, at 9:00 a.m. ET, with a record date of April 7, 2026, when 155,447,428 shares of common stock were outstanding, requiring a quorum of 77,723,715 shares. The meeting includes Proposal 1 (election of Class II directors, non-routine) and Proposal 2 (ratification of Ernst & Young LLP as independent auditors for the year ending December 31, 2026, routine). The company qualifies as an emerging growth company until the earliest of December 31, 2026, $1.235 billion annual gross revenue, $1 billion in nonconvertible debt over three years, or $700 million public float triggering large accelerated filer status.

  • ·Proxy materials available on or about April 22, 2026, via www.proxyvote.com or www.sec.gov.
  • ·Voting deadline: 11:59 p.m. ET on June 3, 2026, for Internet/telephone/mail; live voting at virtual meeting.
  • ·Corporate address: 18105 SE Mill Plain Blvd, Vancouver, WA 98683, Attention: Corporate Secretary.
  • ·Technical support for virtual meeting: (844) 986-0822 (U.S.) or (303) 562-9302 (International).
Offerpad Solutions Inc.DEF 14Aneutralmateriality 7/10

22-04-2026

Offerpad Solutions Inc. will hold its virtual Annual Meeting of Stockholders on June 3, 2026, at 9:00 a.m. PT to elect Donna Corley and Tela Mathias as Class II directors until the 2029 Annual Meeting, ratify Deloitte & Touche LLP as independent auditors for the fiscal year ending December 31, 2026, approve an advisory vote on named executive officer compensation, and authorize a Reverse Stock Split Amendment for Class A common stock at a ratio between 1-for-5 and 1-for-50. As of the record date of April 9, 2026, 47,286,797 shares of Class A common stock were outstanding. The Board recommends voting FOR all proposals; no financial performance metrics or period-over-period changes are detailed in this filing.

  • ·Annual Meeting conducted via live webcast at www.virtualshareholdermeeting.com/OPAD2026; requires 16-digit control number to attend and vote online.
  • ·Voting available via www.proxyvote.com, 1-800-690-6903, mail, or online during the meeting; cutoff 11:59 p.m. ET on June 2, 2026.
  • ·Business Combination closed September 1, 2021; principal executive offices at 433 S. Farmer Avenue, Suite 500, Tempe, Arizona 85281.
  • ·Proxy materials and 2025 Annual Report available at http://www.proxyvote.com.
INNOVATIVE INDUSTRIAL PROPERTIES INCDEF 14Aneutralmateriality 7/10

22-04-2026

Innovative Industrial Properties, Inc. (IIPR) has issued a proxy statement for its annual stockholder meeting on June 9, 2026, seeking approval for the election of five directors (Alan Gold, Scott Shoemaker, Paul Smithers, David Boyle, and Bruce Ives), ratification of BDO USA, P.C. as independent auditors for the year ending December 31, 2026, adoption of the 2026 Omnibus Incentive Plan, and non-binding advisory votes on named executive officer compensation and the frequency of such votes (recommending one year). As of the record date April 10, 2026, 28,573,470 shares of common stock were outstanding out of 50,000,000 authorized, with a quorum requiring 14,286,735 shares; Gary Kreitzer will retire from the Board.

  • ·Annual Meeting time: 8:00 a.m. Pacific Time at 11440 West Bernardo Court, Suite 100, San Diego, CA 92127
  • ·Voting methods: Internet, telephone, or mail; in-person voting allowed
  • ·Directors elected by plurality vote; other proposals by majority of votes cast
  • ·Broker non-votes have no effect on non-routine matters (e.g., director election, incentive plan, advisory votes); auditor ratification is routine
RESIDEO TECHNOLOGIES, INC.DEF 14Apositivemateriality 8/10

22-04-2026

Resideo Technologies, Inc.'s 2026 Proxy Statement (DEF 14A) discloses 2025 fiscal year executive compensation for NEOs, including AIP targets up to $1,599,000 for Jay Geldmacher and maximums up to $3,198,000, alongside RSU and PSU grants on February 12, 2025, with grant date fair values such as $2,953,013 for Tom Surran's additional RSUs and PSU maximum potential values up to $2,590,148. Outstanding equity awards at December 31, 2025, based on $35.12 closing stock price, show significant unvested holdings, e.g., Jay Geldmacher's PSUs valued at $16,765,375 and total stock awards up to $12.7M for Robert Aarnes. Vested stock in 2025 realized up to $21,505,469 for Jay Geldmacher, with perquisites including commuting costs and remote office leases but no reported declines in compensation metrics.

  • ·PSUs subject to rTSR vs. S&P 600 Index (threshold 25th percentile, target 55th, max 75th+); ROIC threshold 85%, max 115%.
  • ·Equity awards include dividend equivalents subject to vesting; clawback provisions for non-compete breaches.
  • ·Perquisites: Mr. Surran $7,487 commuting from CA to AZ; Mr. Aarnes $38,275 remote office lease; Mr. Geldmacher spouse on private jet (no incremental cost).
Purple Innovation, Inc.DEF 14Aneutralmateriality 6/10

22-04-2026

Purple Innovation, Inc. (PRPL) filed a DEF 14A proxy statement for its 2026 Annual Meeting of Stockholders, to be held virtually on June 9, 2026, at 10:00 a.m. Mountain Time, seeking approval to elect eight directors, an advisory vote on executive compensation, and ratification of BDO USA, P.C. as independent auditors for the year ending December 31, 2026. The record date is April 13, 2026, with 108,825,636 Class A shares and 163,052 Class B shares outstanding, totaling 108,988,688 votes eligible. No financial performance metrics are discussed.

  • ·Annual Meeting registration deadline: June 7, 2026, at 5:00 p.m. Eastern Time at https://register.proxypush.com/PRPL.
  • ·Quorum requires majority of voting power of outstanding Common Stock.
  • ·Proposal 1 (director election) and Proposal 2 (exec comp) are non-routine; brokers cannot vote uninstructed shares. Proposal 3 (auditor ratification) is routine.
  • ·Proxy materials available at https://annualgeneralmeetings.com/prpl2026.
KOPIN CORPDEF 14Aneutralmateriality 6/10

22-04-2026

Kopin Corporation's DEF 14A proxy statement solicits votes for its 2026 Annual Meeting on May 21, 2026, including election of five directors for terms expiring at the 2027 meeting, approval of the amendment and restatement of the 2020 Equity Incentive Plan, ratification of BDO USA, P.C. as independent auditors for the fiscal year ending December 26, 2026, and advisory approval of named executive officer compensation for the fiscal year ended December 27, 2025. The record date is March 26, 2026, with 183,476,366 shares of common stock and 1,000 shares of Series A convertible preferred stock (convertible into 2,333,333 common shares) outstanding and entitled to vote. No financial performance metrics or period-over-period changes are detailed beyond standard governance disclosures.

  • ·Meeting location: offices of Morgan, Lewis & Bockius LLP, One Federal Street, Boston, Massachusetts 02110, at 10:00 a.m. Eastern Time
  • ·Proxy materials mailed on or about April 20, 2026
  • ·Internet and telephone voting closes at 11:59 p.m. ET on May 20, 2026
GXO Logistics, Inc.DEF 14Apositivemateriality 7/10

22-04-2026

GXO Logistics, Inc.'s 2026 Proxy Statement solicits votes for the May 20, 2026 virtual annual meeting to elect 10 board directors (9 of 10 nominees independent), ratify KPMG LLP as independent auditors for fiscal 2026, and approve executive compensation on an advisory basis. The document highlights 2025 as a year of record performance and transition, including the appointment of Patrick Kelleher as CEO in August 2025 and Patrick Byrne as non-executive Chairman in January 2026, alongside board refreshment adding independent directors with expertise in automation, technology, and supply chain operations. No declines or flat metrics are disclosed in the provided content.

  • ·Annual Meeting date and time: May 20, 2026 at 9:00 a.m. Eastern Time, virtual webcast at https://meetnow.global/M5JFT4M
  • ·Record date: April 16, 2026
  • ·Street name holders registration deadline: May 15, 2026 at 5:00 p.m. Eastern Time via legalproxy@computershare.com
  • ·All current directors independent; Audit, Compensation, Nominating/Corporate Governance/Sustainability, and Operational Excellence Committees entirely independent
  • ·Lead Independent Director role complements independent committees
Pulmonx CorpDEF 14Amixedmateriality 8/10

22-04-2026

Pulmonx Corp's DEF 14A proxy statement details 2025 executive compensation, including large equity grants to new CEO/President Mr. French (1,200,000 RSUs and 800,000 PSUs) and COO/CFO Mr. Sung (1,200,000 RSUs and 400,000 PSUs) amid leadership transitions after resignations of prior CEO Mr. Williamson and CFO Mr. Joshi in October 2025. Outgoing executives received severance payments ($600,000 for Williamson over 12 months; $347,625 for Joshi over 9 months) and consulting fees ($50,000 and $30,000 respectively) through December 2025, while new hires got sign-on bonuses ($50,000 for French; $200,000 for Sung) and base salaries up to $625,000. PSUs for annual grants tie to two-year cumulative revenue or stock price targets of $4.00 average, aligning with shareholders but introducing potential dilution.

  • ·PSUs for annual grants vest based on two-year cumulative consolidated revenue; new exec PSUs require $4.00 average stock price over 60 days plus service vesting.
  • ·CIC Plan provides 18 months base salary + target bonus for CEO, 12 months for others in change-in-control qualifying termination, with 100% equity acceleration.
  • ·Clawback policy compliant with Dodd-Frank Act and Sarbanes-Oxley Section 304.
CERUS CORPDEF 14Amixedmateriality 8/10

22-04-2026

Cerus Corporation's DEF 14A proxy statement for the June 2, 2026 virtual annual meeting proposes electing two directors to serve until 2029, amending the 2024 Equity Incentive Plan to increase authorized shares by 10 million, advisory approval of named executive officer compensation, and ratifying Ernst & Young LLP as auditors for FY2026. FY2025 highlights include product revenue of $206.1 million exceeding guidance, narrowed GAAP net loss attributable to Cerus of $15.6 million, and positive non-GAAP adjusted EBITDA of $9.5 million with positive operating cash flow for the second year; however, the company still reported a net loss. Additional milestones encompass completion of RedeS Phase 3 enrollment, a group purchasing agreement with Blood Centers of America (covering 50% of U.S. blood supply), $7.2 million DoD funding, and CE Mark for INT200.

  • ·Record date for annual meeting: April 10, 2026
  • ·Annual meeting voting deadline: 11:59 p.m. ET on June 1, 2026
  • ·Positive cash flow from operations for second consecutive year
  • ·6 of 7 director nominees and continuing directors are independent
Pathfinder Bancorp, Inc.DEF 14Aneutralmateriality 5/10

22-04-2026

Pathfinder Bancorp, Inc. will hold its Annual Meeting of Shareholders on June 4, 2026, at 10:00 a.m. ET at the Lake Ontario Conference and Events Center in Oswego, New York, to elect four directors and ratify the appointment of Bonadio & Co., LLP as independent registered public accounting firm for the year ending December 31, 2026. The record date is April 10, 2026, with 4,876,213 shares of voting common stock outstanding. Proxy materials are provided via the SEC's Notice and Access model, available online at www.investorvote.com/PBHC.

  • ·Shareholders of record as of April 10, 2026, are entitled to vote; majority of outstanding shares required for quorum.
  • ·Directors elected by plurality vote; auditor ratification requires majority of votes cast.
  • ·ESOP participants must submit voting instructions by May 27, 2026, at 11:59 p.m. ET.
  • ·Record holders exceeding 10% ownership limit generally cannot vote excess shares unless approved by Board (e.g., Castle Creek Capital Partners VII, L.P. approved).
Claros Mortgage Trust, Inc.DEF 14Aneutralmateriality 7/10

22-04-2026

Claros Mortgage Trust, Inc.'s DEF 14A proxy statement for the 2026 annual meeting seeks stockholder approval for the election of nine directors (Richard Mack, Michael McGillis, Steven L. Richman, Andrew Silberstein, Derrick D. Cephas, Mary Haggerty, Pamela Liebman, Denise Olsen, and W. Edward Walter III), following Vincent Tese's retirement and a temporary board expansion to ten; ratification of PricewaterhouseCoopers LLP as independent auditors for fiscal 2026; advisory approval of named executive officer compensation; and amendment to the 2016 Incentive Award Plan. As of the record date, 140,218,764 shares of common stock are outstanding, with a quorum requiring a majority of entitled votes. No financial performance metrics or period comparisons are detailed in the provided content.

  • ·Voting requires plurality for director elections, majority of votes cast for other proposals.
  • ·Broker non-votes and abstentions have no effect on voting results.
  • ·Principal executive offices: c/o Mack Real Estate Credit Strategies, L.P., 60 Columbus Circle, 20th Floor, New York, New York 10023.
  • ·Annual meeting proposals are routine only for auditor ratification; others may result in broker non-votes.
VERACYTE, INC.DEF 14Apositivemateriality 8/10

22-04-2026

Veracyte, Inc.'s 2026 Proxy Statement for the virtual Annual Meeting on June 10, 2026 (record date April 15, 2026) proposes electing nine directors for one-year terms, ratifying Ernst & Young LLP as auditors for 2026, approving executive compensation on an advisory basis, and amending the 2023 Equity Incentive Plan. 2025 financial highlights show revenue increased 16% YoY to $517.1M from $445.8M in 2024, with test volume up 18% to 179,528 and cash from operations at $136.3M. Key developments include Decipher test launch for metastatic use, Afirma v2 transition, expanded clinical evidence, and completion of NIGHTINGALE trial enrollment; no declines or flat metrics reported.

  • ·Annual Meeting held virtually at www.virtualshareholdermeeting.com/VCYT2026 on June 10, 2026, at 10:00 a.m. PDT.
  • ·Board declassification completed; all directors now elected annually for one-year terms.
  • ·Eight of nine directors are independent; all committees composed solely of independent directors.
  • ·Robust governance includes majority voting for directors, stock ownership guidelines, and ESG oversight.
DocGo Inc.DEF 14Aneutralmateriality 8/10

22-04-2026

DocGo Inc. will hold its 2026 Annual Meeting of Stockholders virtually on June 16, 2026, at 12:00 p.m. ET via www.virtualshareholdermeeting.com/DCGO2026, with a record date of April 20, 2026. Proposals include electing two Class II directors for three-year terms, advisory approval of named executive officer compensation, authorization of alternative reverse stock split amendments (1-for-5 to 1-for-10 ratios with proportionate authorized share reduction), charter amendments waiving corporate opportunities and limiting officer liability, and ratification of Urish Popeck & Co., LLC as independent auditor for the year ending December 31, 2026. The Board unanimously recommends voting 'FOR' all proposals; no financial performance metrics are discussed.

  • ·Proxy materials first made available on or about April 22, 2026
  • ·Annual Report referenced for fiscal year ended December 31, 2025
  • ·Online check-in for virtual meeting begins at 11:45 a.m. ET
  • ·Class II director terms expire at 2029 Annual Meeting
CoreWeave, Inc.DEF 14Aneutralmateriality 7/10

22-04-2026

CoreWeave, Inc.'s DEF 14A proxy statement for the 2026 Annual Meeting on June 8, 2026 (virtual) seeks approval to elect Michael Intrator as Class I director until 2029, ratify Deloitte & Touche LLP as independent auditor for the year ending December 31, 2026, approve Named Executive Officer compensation on an advisory basis, and select the frequency of future say-on-pay votes (Board recommends every one year). The Board highlights strong governance including a majority independent directors, 100% independent committees, and a Lead Independent Director. Jack Cogen is not standing for re-election and will step down at the meeting's conclusion, with no disagreements noted.

  • ·Record date: April 15, 2026.
  • ·Annual Meeting accessible virtually at www.virtualshareholdermeeting.com/CRWV2026.
  • ·IPO occurred in March 2025; shifted to RSUs for equity compensation post-IPO.
  • ·Jack Cogen served over eight years on the Board.
QUALYS, INC.DEF 14Aneutralmateriality 5/10

22-04-2026

Qualys, Inc. filed its definitive proxy statement (DEF 14A) on April 22, 2026, for the virtual 2026 Annual Meeting of Stockholders on June 10, 2026, at 11:00 a.m. PDT. Stockholders will vote on electing three Class II directors to serve until the 2029 annual meeting, ratifying Grant Thornton LLP as independent auditors for the fiscal year ending December 31, 2026, advisory approval of named executive officer compensation, and approval of the amended and restated 2012 Equity Incentive Plan. As of the record date of April 14, 2026, 35,289,949 shares of common stock were outstanding.

  • ·Annual Meeting held virtually at www.virtualshareholdermeeting.com/QLYS2026; no physical location.
  • ·Proxy materials available via Notice of Internet Availability mailed on or about April 22, 2026; access at www.proxyvote.com.
Stoke Therapeutics, Inc.DEF 14Aneutralmateriality 6/10

22-04-2026

Stoke Therapeutics, Inc. (STOK) filed its DEF 14A proxy statement for the 2026 Annual Meeting of Stockholders, to be held virtually on June 3, 2026 at 9:00 a.m. ET, with a record date of April 7, 2026 when 62,271,082 shares of common stock were outstanding. Stockholders will vote to elect three Class I directors (G. Clare Kahn, Ph.D., Adrian Krainer, Ph.D., and Julie Anne Smith) to serve until the 2029 annual meeting, ratify Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026, and approve on an advisory basis the compensation of named executive officers. No financial performance metrics or period-over-period changes are detailed in the filing.

  • ·Virtual Annual Meeting access at www.virtualshareholdermeeting.com/STOK2026 (requires 16-digit control number).
  • ·Proxy materials and 2025 Form 10-K available at https://investor.stoketherapeutics.com/financials-and-sec-filings.
  • ·Transfer agent contact: Equiniti Trust Company, LLC at (800) 468-9716 or www.equiniti.com.
BICYCLE THERAPEUTICS PLCDEF 14Aneutralmateriality 6/10

22-04-2026

Bicycle Therapeutics plc has issued a proxy statement for its 2026 Annual General Meeting (AGM) on June 17, 2026, seeking shareholder approval for re-election of directors Felix Baker and Hervé Hoppenot, advisory approval of named executive officer compensation, ratification and re-appointment of PricewaterhouseCoopers LLP as auditors, authorization of auditor remuneration, adoption of the 2025 U.K. Annual Report, and approval of the directors’ remuneration report and policy. As of April 13, 2026, there were 50,373,184 ordinary shares issued and outstanding. The Board recommends voting in favor of all nine ordinary resolutions.

  • ·Record date for ordinary shareholders: 6:00 p.m. London time on June 15, 2026
  • ·Proxy submission deadline: 2:00 p.m. London time on June 15, 2026
  • ·ADS record date: 5:00 p.m. Eastern Daylight Time on April 20, 2026
  • ·AGM location: Blocks A & B, Portway Building, Granta Park, Great Abington, Cambridge, CB21 6GS, United Kingdom
SUTRO BIOPHARMA, INC.DEF 14Aneutralmateriality 5/10

22-04-2026

Sutro Biopharma, Inc. issued its DEF 14A proxy statement dated April 22, 2026, for the 2026 Annual Meeting of Shareholders on June 5, 2026, at 8:00 AM PT via virtual webcast, seeking votes on electing three Class II directors (Proposal 1), ratifying Ernst & Young LLP as independent auditors for FY 2026 (Proposal 2), and advisory approval of named executive officer compensation (Proposal 3). As of the record date April 7, 2026, 16,567,887 shares of common stock were outstanding, with all share data adjusted for the 1-for-10 reverse stock split on December 2, 2025. The Board recommends voting FOR all proposals.

  • ·Voting methods: online at virtual meeting, internet/telephone (by 11:59 p.m. ET June 4, 2026), or mail.
  • ·Quorum: majority of voting power of shares entitled to vote as of record date.
  • ·Proposal 1 voting: plurality for three nominees; no cumulative voting.
Robinhood Markets, Inc.DEF 14Apositivemateriality 8/10

22-04-2026

Robinhood's 2026 Proxy Statement features a letter from CEO Vladimir Tenev highlighting 2025 milestones, including doubling Robinhood Retirement assets under custody to $26.5 billion across 1.8 million funded accounts, record 4.2 million Robinhood Gold subscribers, $1.5 billion in Robinhood Banking deposits, and over 12 billion event contracts traded in prediction markets. The company also scaled Robinhood Strategies to $1.5 billion AUM and Gold Card to 700,000 customers with $10 billion annualized spend. No declines or flat metrics were reported; future plans emphasize AI, crypto, tokenization, and international expansion ahead of the June 2, 2026 annual meeting.

  • ·Annual meeting scheduled for June 2, 2026 at 10:00 a.m. PT via live webcast; record date April 8, 2026.
  • ·Proposals: Elect 10 directors, advisory vote on NEO compensation, ratify independent auditors.
  • ·Acquisitions completed: TradePMR, Bitstamp; joint venture for MIAXdx; agreements for Indonesia brokerage and crypto firm.
Ambiq Micro, Inc.DEF 14Aneutralmateriality 5/10

22-04-2026

Ambiq Micro, Inc. filed a DEF 14A proxy statement dated April 22, 2026, for its virtual Annual Meeting of Stockholders on June 8, 2026, at 10:00 a.m. Central Daylight Time. Shareholders will vote on electing Timothy Chen and Ker Zhang, Ph.D. as Class I directors until the 2029 annual meeting and ratifying KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2026. The record date is April 13, 2026, with 21,364,914 shares of common stock outstanding.

  • ·Annual Meeting held virtually only; registration required at www.proxydocs.com/AMBQ by 11:59 p.m. ET on June 7, 2026
  • ·Proxy materials available online at www.proxydocs.com/AMBQ; no paper copies mailed unless requested
LEGALZOOM.COM, INC.DEF 14Apositivemateriality 8/10

22-04-2026

LegalZoom.com, Inc. reported strong 2025 financial performance with revenue of $756M (+11% YoY), subscription revenue of $492M (+13% YoY), and transaction revenue of $264M (+7% YoY), alongside net income of $15M (2% margin) and adjusted EBITDA of $172M (23% margin), while returning ~$80M in cash to stockholders. The 2026 annual meeting on June 3 seeks stockholder approval for electing Sivan Whiteley as Class II director, ratifying the independent auditor, and an advisory vote on NEO compensation, following governance enhancements responsive to stockholder feedback including revised PSU metrics focused on revenue growth and relative TSR. The Board demonstrates strong independence (5/6 independent directors) and oversight of key risks like AI and cybersecurity.

  • ·Annual Meeting date: June 3, 2026 at 9:00 a.m. PT (virtual at www.proxydocs.com/LZ)
  • ·Record date: April 9, 2026
  • ·Proposals: (1) Elect Sivan Whiteley as Class II director (term until 2029), (2) Ratify independent auditor, (3) Advisory vote on NEO compensation
  • ·Board composition: Classified board with staggered terms; average tenure ~5 years; 2/6 female directors; 1 LGBTQ+ director
  • ·2026 PSU changes: 70% PSUs (revenue growth + relative TSR vs. Nasdaq Composite over 3 years) and 30% RSUs for CEO
  • ·Corporate governance: Clawback policy, anti-hedging/pledging, director stock ownership 5x retainer, single class shares
Xenon Pharmaceuticals Inc.DEF 14Aneutralmateriality 5/10

22-04-2026

Xenon Pharmaceuticals Inc. (XENE) filed its DEF 14A definitive proxy statement on April 22, 2026, for its virtual annual shareholder meeting on June 2, 2026, at 9:30 a.m. PDT. Shareholders of record as of April 7, 2026, will vote on receiving FY 2025 financial statements, electing eight director nominees, advisory approval of named executive officer compensation and vote frequency, the 2026 Equity Incentive Plan, and appointing PricewaterhouseCoopers LLP as auditor with Audit Committee remuneration authority. No financial metrics or performance changes are detailed in the notice.

  • ·Record date: April 7, 2026
  • ·Proxy submission deadline: 11:59 p.m. PDT on June 1, 2026
  • ·Meeting registration: https://www.proxydocs.com/XENE
  • ·Financial statements cover year ended December 31, 2025
  • ·XBRL tags reference equity compensation metrics for PEO (Ian Mortimer) and prior PEO (Simon Pimstone) across 2021-2025, including changes in fair value of outstanding and unvested equity awards, but no numerical values provided
Hippo Holdings Inc.DEF 14Aneutralmateriality 5/10

22-04-2026

Hippo Holdings Inc. issued a DEF 14A Proxy Statement for its 2026 Annual Meeting, with a record date of April 7, 2026, and 26,031,227 shares of common stock outstanding entitled to vote. The virtual meeting will be held online at www.proxydocs.com/HIPO starting at 11:00 a.m. Central Time, with voting available via internet, phone, mail, or electronically at the meeting until 11:59 p.m. Eastern Time on June 1, 2026. The filing includes XBRL disclosures on equity award adjustments for the Principal Executive Officer (PEO) and Non-PEO Named Executive Officers (NEOs) across fiscal years 2023, 2024, and 2025.

  • ·Quorum requirement: presence of holders of a majority in voting power of stock issued and outstanding
  • ·Annual Meeting check-in begins at 10:45 a.m. Central Time
  • ·Voting revocation possible by later proxy, internet/telephone before June 1, 2026 11:59 p.m. ET, written notice, or online vote at meeting
  • ·Q&A session at meeting for pertinent stockholder questions submitted online or in advance via www.proxyvote.com by June 1, 2026 11:59 p.m. ET
Fastly, Inc.DEF 14Aneutralmateriality 7/10

22-04-2026

Fastly, Inc. (FSLY) has filed a definitive proxy statement (DEF 14A) for its 2026 annual meeting of stockholders, to be held virtually on June 3, 2026 at 9:00 a.m. Pacific Time. Key agenda items include electing three Class I directors (Aida Álvarez, Charles Compton, and Richard Daniels) to serve until 2029, ratifying KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2026, and an advisory vote to approve named executive officer compensation. The record date is April 13, 2026, with 156,367,942 shares of common stock outstanding and entitled to vote.

  • ·Annual meeting accessible via live webcast at www.virtualshareholdermeeting.com/FSLY2026; replay available for one year post-meeting.
  • ·Notice of Internet Availability of Proxy Materials to be mailed on or about April 22, 2026.
  • ·List of record stockholders available for examination from May 24, 2026, via IR@fastly.com.
JAKKS PACIFIC INCDEF 14Aneutralmateriality 6/10

22-04-2026

JAKKS Pacific's DEF 14A proxy statement discloses beneficial ownership of common stock as of April 17, 2026, with 11,444,411 shares outstanding; Lawrence I. Rosen holds the largest stake at 1,900,837 shares (16.6%), followed by Gate City Capital Management (782,717 shares, 6.8%), BlackRock (641,569 shares, 5.6%), and Dimensional Fund Advisors (569,538 shares, 5.0%). The proxy seeks stockholder approval for the election of Lori MacPherson as Class III director for a three-year term expiring in 2029, amid a board reduction to six members in March 2025 following the 2024 redemption of Series A Preferred Stock.

  • ·All share amounts adjusted for 1-10 reverse stock split effective July 9, 2020.
  • ·Board reduced from 7 to 6 directors in March 2025; Class III reduced to 1 director.
  • ·Series A Preferred Stock special director rights terminated per August 3, 2022 agreement; all shares redeemed in 2024.
  • ·Stephen G. Berman has 498,257 unvested RSUs excluded from ownership.
  • ·John L. Kimble has 136,127 unvested RSUs excluded from ownership.
  • ·Several directors have 4,827 unvested RSUs each excluded from ownership.
AN2 Therapeutics, Inc.DEF 14Aneutralmateriality 5/10

22-04-2026

AN2 Therapeutics, Inc. (ANTX) has issued a proxy statement for its 2026 Annual Meeting of Stockholders on June 3, 2026, at 8:00 a.m. PT in Menlo Park, CA, with a record date of April 15, 2026. Stockholders will vote on electing three Class I directors—Kabeer Aziz, Gilbert Lynn Marks, M.D., and Rob Readnour, Ph.D.—and ratifying PricewaterhouseCoopers LLP as the independent auditor for the fiscal year ending December 31, 2026. As of the record date, 35,995,545 shares of common stock are outstanding and entitled to vote.

  • ·Annual Meeting location: Residence Inn, 555 Glenwood Avenue, Menlo Park, California 94025.
  • ·Proxy voting deadline: 11:59 p.m. PT on June 2, 2026 for telephone/internet votes.
  • ·Transfer agent: Equiniti Trust Company, LLC.
  • ·Company address: 1300 El Camino Real, Suite 100, Menlo Park, California 94025.
SOUNDTHINKING, INC.DEF 14Aneutralmateriality 5/10

22-04-2026

SoundThinking, Inc. (SSTI) has issued its DEF 14A Proxy Statement for the 2026 Annual Meeting of Stockholders, to be held virtually on June 3, 2026 at 9:00 a.m. Pacific Time via live audio webcast at www.meetnow.global/MTYR94M, with a record date of April 9, 2026. Stockholders are asked to vote on three proposals: election of three Class III directors to serve until the 2029 annual meeting, a non-binding advisory vote on executive compensation as disclosed, and ratification of Baker Tilly US, LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. As of the record date, there were 12,953,937 shares of common stock outstanding.

  • ·Proxy materials made available on or about April 22, 2026; printed copies requestable.
  • ·Annual Report on Form 10-K for year ended December 31, 2025 available at www.edocumentview.com/SSTI.
  • ·Stockholder list available for inspection 10 days prior to meeting at company address or via stockholders@soundthinking.com.
Keros Therapeutics, Inc.DEF 14Amixedmateriality 7/10

22-04-2026

Keros Therapeutics prioritized its lead candidate rinvatercept (KER-065) for DMD and ALS, with positive Phase 1 data and upcoming Phase 2 trials, including an ALS trial agreement with Massachusetts General Hospital announced in March 2026; however, it discontinued cibotercept (KER-012) development following safety and efficacy concerns from the TROPOS Phase 2 trial in PAH. The company completed a $375 million capital return program through share repurchases to optimize its capital structure. The proxy seeks stockholder approval for electing directors Jean-Jacques Bienaimé and Charles Newton, ratifying Deloitte & Touche LLP as auditors, and an advisory vote on NEO compensation at the virtual Annual Meeting on June 3, 2026.

  • ·Annual Meeting record date: April 6, 2026
  • ·Charles Newton appointed to Board in March 2026; Carl Gordon stepped down
  • ·Proxy materials available on or about April 22, 2026
  • ·Virtual Annual Meeting registration deadline: 11:59 PM ET on June 2, 2026 at https://web.viewproxy.com/Keros/2026
Oscar Health, Inc.DEF 14Apositivemateriality 7/10

22-04-2026

Oscar Health, Inc. is holding its 2026 Annual Meeting of Stockholders virtually on June 4, 2026, to elect eight director nominees (with Jeffery Boyd not standing for reelection, reducing Board size to eight), approve named executive officer compensation on an advisory basis, and ratify PricewaterhouseCoopers LLP as independent auditors for 2026. The proxy highlights strong growth including 3.4 million members as of February 1, 2026, 41% Revenue CAGR from 2023-2025, nearly doubled market share from 17% in 2025 to 30% in 2026, and ~7 points SG&A Expense Ratio improvement over the same period. AI initiatives like superagent bots (67% faster response times) and Oswell (86% question completion rate) underscore technology advancements.

  • ·Annual Meeting record date: April 10, 2026.
  • ·Board refreshment: 3 new directors added and 5 departed in last 5 years, including Jeffery Boyd.
  • ·100% independent Board committees following 2025 updates based on stockholder feedback.
  • ·2026 PSUs based solely on relative TSR vs. 2026 rTSR Peer Group, with absolute TSR cap.
  • ·Entered Fortune 500 list in 2025.
Coronado Global Resources Inc.DEF 14Aneutralmateriality 7/10

22-04-2026

Coronado Global Resources Inc. has issued a proxy statement for its virtual 2026 Annual General Meeting on June 4, 2026 (AEST), seeking stockholder approval for the election of six directors (one designated by The Energy & Minerals Group via Series A preferred stock and five by common stockholders), advisory approval of named executive officer compensation on a triennial basis, ratification of Ernst & Young as auditors for FY 2026, and issuance of up to 90,000,000 securities under the 2018 Equity Incentive Plan. The Board unanimously recommends voting 'FOR' all proposals. Record date is April 15, 2026.

  • ·Virtual AGM access: https://meetnow.global/MMD4PQF
  • ·CDI Holders must direct votes via CDN by 10:00 A.M. AEST on June 2, 2026
  • ·EMG Group holds Series A preferred stock designation rights for one director seat
  • ·Former director Mr. Thompson resigned effective March 31, 2026
MACERICH CODEF 14Aneutralmateriality 6/10

22-04-2026

Macerich Co's 2026 Proxy Statement (DEF 14A) details the 2025 non-employee director compensation program, featuring a $70,000 annual cash retainer and $135,000 in restricted stock units (RSUs), with total 2025 compensation ranging from $44,822 for Eric K. Brandt (whose service ended mid-year) to $399,984 for Steven R. Hash. Additional retainers are provided for the Independent Chairman ($125,000) and committee chairs/members ($12,500-$20,000). No changes were made to the program in 2025, and two directors deferred portions of cash retainers into stock units.

  • ·Mr. Brandt’s service on the Board ended on June 2, 2025.
  • ·Mr. Murphy was elected to the Board on February 1, 2025.
  • ·As of December 31, 2025, non-employee directors held the following unvested RSUs: Steven R. Hash (12,213), Enrique Hernandez Jr. (8,348), Daniel J. Hirsch (8,348), Diana M. Laing (8,348), Marianne Lowenthal (8,348), Devin I. Murphy (8,348), Andrea M. Stephen (8,348).
  • ·Proxy statement filed April 22, 2026.
Kodiak Sciences Inc.DEF 14Aneutralmateriality 6/10

22-04-2026

Kodiak Sciences Inc. has filed its DEF 14A proxy statement for the 2026 Annual Meeting of Stockholders, to be held virtually on June 2, 2026 at 9:00 a.m. Pacific Time, with a record date of April 6, 2026. Agenda items include electing three directors, an advisory vote to approve named executive officer compensation, and ratifying PricewaterhouseCoopers LLP as the independent registered public accounting firm for the year ending December 31, 2026. The statement highlights forward-looking plans for BLA filings in 2026 for Zenkuda in diabetic retinopathy, retinal vein occlusion, and wet AMD, alongside Phase 3 trials for Zenkuda, KSI-501, and KSI-101, but notes significant risks including potential delays or failures in clinical endpoints and regulatory approvals.

  • ·Meeting registration deadline: May 29, 2026 at 2:00 p.m. Pacific Time at www.proxydocs.com/KOD
  • ·Notice of Internet Availability mailed on or about April 22, 2026
  • ·Corporate responsibility includes support for Vista Center for the visually impaired and employee matching gifts program
Science Applications International CorpDEF 14Amixedmateriality 8/10

22-04-2026

SAIC's DEF 14A proxy statement for the June 3, 2026 annual meeting discloses FY2026 results showing revenue contracted 3% YoY to $7.3B amid government shutdowns and efficiency measures, while adjusted diluted EPS increased 18% and free cash flow rose 16% to $577M. The company returned $492M to shareholders via $422M in repurchases and $70M in dividends, and acquired SilverEdge Government Solutions for $203M to bolster digital transformation and AI capabilities. New CEO James C. Reagan emphasizes execution focus and restructuring for future growth.

  • ·Headquartered in Reston, Virginia
  • ·Annual meeting scheduled for June 3, 2026
  • ·Fiscal year end: January 30
ASSEMBLY BIOSCIENCES, INC.DEF 14Aneutralmateriality 6/10

22-04-2026

Assembly Biosciences, Inc. filed its DEF 14A proxy statement for the 2026 Annual Meeting of Stockholders, to be held virtually on June 4, 2026 at 8:00 a.m. PDT, with a record date of April 10, 2026. Shareholders are asked to elect nine director nominees, approve named executive officers' compensation on an advisory basis, ratify Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026, approve an amendment adding 1,200,000 shares to the 2018 Stock Incentive Plan, and approve an amendment increasing the 2018 ESPP reserve to 515,000 shares. The filing highlights standard governance matters with no financial performance metrics reported.

  • ·Annual Report for fiscal year ended December 31, 2025 available at www.proxyvote.com
  • ·Proxy materials distributed on or about April 22, 2026
  • ·Meeting held solely by remote communication at www.virtualshareholdermeeting.com/ASMB2026
Smart Sand, Inc.DEF 14Aneutralmateriality 7/10

22-04-2026

Smart Sand, Inc. issued its definitive proxy statement for the 2026 Annual Meeting of Stockholders, to be held virtually on June 2, 2026, seeking shareholder approval for: (1) election of two Class I directors, (2) ratification of Grant Thornton LLP as independent auditors for the year ending December 31, 2026, (3) an advisory vote on 2025 named executive officer compensation, (4) the 2026 Equity Incentive Plan, and (5) the 2026 Employee Stock Purchase Plan. As of the April 10, 2026 record date, 42,985,681 shares of common stock were issued and outstanding. The proxy includes Pay vs. Performance disclosures with compensation adjustments for the Principal Executive Officer (PEO) and non-PEO Named Executive Officers (NEOs) for fiscal years 2023-2025.

  • ·Virtual annual meeting at www.virtualshareholdermeeting.com/SND2026 requiring 16-digit control number for access.
  • ·Stockholders of record as of April 10, 2026 entitled to vote; one vote per share, no cumulative voting.
CBL & ASSOCIATES PROPERTIES INCDEF 14Aneutralmateriality 6/10

22-04-2026

CBL & Associates Properties, Inc. filed its DEF 14A Proxy Statement dated April 22, 2026, for the virtual annual shareholder meeting on May 21, 2026, at 2:00 p.m. EDT. Key proposals include the election of seven director nominees, ratification of Deloitte & Touche LLP as independent auditors for fiscal year 2026, and an advisory vote to approve Named Executive Officer compensation; no performance declines or flat metrics are highlighted as this is a governance-focused filing.

  • ·Record date: April 7, 2026
  • ·Meeting access: www.virtualshareholdermeeting.com/CBL2026 (requires 16-digit control number)
  • ·Fiscal year reference for auditors: ending December 31, 2026
  • ·Compensation disclosures include Summary Compensation Table, 2025 Grants of Plan-Based Awards, Outstanding Equity Awards at Fiscal Year-End (December 31, 2025), Pay Ratio, and Pay Versus Performance
WEBTOON Entertainment Inc.DEF 14Aneutralmateriality 7/10

22-04-2026

WEBTOON Entertainment Inc. (WBTN) filed its DEF 14A proxy statement for the 2026 Annual Meeting of Stockholders, with a record date of April 10, 2026, and 134,655,701 shares of common stock outstanding. Shareholders are asked to vote on the election of Namsun Kim, Jun Masuda, and Isabelle Winkles as Class II directors (to serve until the 2029 Annual Meeting), advisory approval of named executive officer compensation, and ratification of Samil PricewaterhouseCoopers as independent registered public accounting firm for the year ending December 31, 2026. The Board recommends voting FOR all proposals; no financial performance metrics or period-over-period comparisons are provided in the filing.

  • ·Record date: April 10, 2026
  • ·Proxy submission deadline: 11:59 p.m. Eastern Daylight Time on June 2, 2026
  • ·Annual Meeting held virtually at http://www.virtualshareholdermeeting.com/WBTN2026
  • ·Voting requires one vote per share; no cumulative voting
  • ·Quorum: majority in voting power of common stock present or by proxy
Palladyne AI Corp.DEF 14Aneutralmateriality 6/10

22-04-2026

Palladyne AI Corp. has issued a proxy statement for its 2026 Annual Meeting of Stockholders on June 8, 2026, at 2:00 p.m. Mountain Time in Salt Lake City, Utah, with stockholders of record as of April 14, 2026 entitled to vote on electing one Class II director, ratifying KPMG LLP as independent auditors for the fiscal year ending December 31, 2026, approving an increase in shares under the amended 2021 Equity Incentive Plan, and approving restricted stock unit awards to senior executives. The company focuses on developing embodied AI software platforms including Palladyne IQ, SwarmOS, and Palladyne Pilot for defense, commercial, and industrial applications, leveraging its history from Raytheon Sarcos and recent acquisitions. No financial performance metrics are detailed in the filing.

  • ·Annual meeting location: 650 South 500 West, Suite 150, Salt Lake City, Utah 84101
  • ·Proxy materials available on or about April 22, 2026 via www.proxydocs.com/PDYN
WESTERN ALLIANCE BANCORPORATIONDEF 14Amixedmateriality 8/10

22-04-2026

Western Alliance Bancorporation highlighted strong 2025 performance in its 2026 Proxy Statement, including net income of $990.6M, total assets of $92.8B, deposit growth of $10.8B (16.3% YoY), EPS of $8.73 (23.1% YoY growth), and TBV per share of $61.29 (17.3% YoY growth). The company maintained a CET1 ratio of 11.0% and reduced nonperforming loans to 0.85% from 0.89% in 2024. However, net charge-offs increased to 0.24% from 0.18% in 2024, and employee turnover was 11.6%.

  • ·CET1 Ratio of 11.0%
  • ·1.8x uninsured deposits coverage using available liquidity buffer and borrowing capacity
  • ·Employee turnover rate of 12.3% including workforce reductions
  • ·Board held 10 full meetings in 2025
  • ·Proxy materials mailed to stockholders on or about April 22, 2026
CarGurus, Inc.DEF 14Aneutralmateriality 6/10

22-04-2026

CarGurus, Inc. filed its DEF 14A definitive proxy statement dated April 22, 2026, for the 2026 Annual Meeting of Stockholders, to be held virtually on June 3, 2026, at 2:00 p.m. Eastern Time via www.virtualshareholdermeeting.com/CARG2026. Stockholders of record as of April 10, 2026, are eligible to vote on electing two Class III directors for three-year terms, ratifying Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026, and a non-binding advisory vote to approve 2025 named executive officer compensation. No financial performance metrics or period-over-period comparisons are detailed in the provided content.

  • ·Proxy materials and Form 10-K for year ended December 31, 2025, available at www.proxyvote.com
  • ·Paper copy requests due by May 20, 2026
  • ·Virtual meeting requires 16-digit control number from Notice of Internet Availability
APPIAN CORPDEF 14Aneutralmateriality 7/10

22-04-2026

Appian Corporation's DEF 14A proxy statement for the 2026 Annual Meeting on June 3, 2026, seeks stockholder approval for electing eight director nominees, ratifying BDO USA, P.C. as independent auditor for FY 2026, advisory votes on named executive officer compensation and frequency of future say-on-pay votes, and approval of the Amended and Restated 2017 Equity Incentive Plan. The record date is April 8, 2026, with 43,275,590 shares of Class A common stock (one vote per share) and 31,087,485 shares of Class B common stock (ten votes per share) outstanding. No period-over-period financial metrics or performance data are disclosed in this filing.

  • ·Virtual Annual Meeting accessible at www.virtualshareholdermeeting.com/APPN2026 with 16-digit control number required.
  • ·Meeting starts at 11:00 a.m. Eastern Time on June 3, 2026; online check-in at 10:55 a.m.
  • ·Stockholders of record as of April 8, 2026 close of business entitled to vote.
Shimmick CorpDEF 14Apositivemateriality 7/10

22-04-2026

Shimmick Corporation's DEF 14A Proxy Statement, filed April 22, 2026, solicits votes for the virtual Annual Meeting on June 2, 2026, including election of five directors and ratification of Deloitte & Touche LLP as independent auditors for Fiscal 2026. The accompanying letter describes 2025 as a transitional year with progress on strategic priorities, improved margins in core projects, and a planned decline in revenue from non-core projects as the company exits those activities, while liquidity remained solid. The Board unanimously recommends voting FOR all proposals.

  • ·Annual Meeting: Tuesday, June 2, 2026 at 11:00 a.m. Eastern Time, virtually at www.virtualshareholdermeeting.com/SHIM2026
  • ·Record date: Close of business on April 20, 2026
  • ·Fiscal year for audit ratification: Ending January 1, 2027 (Fiscal 2026)
  • ·Annual Report referenced: For fiscal year ended January 2, 2026
Vita Coco Company, Inc.DEF 14Aneutralmateriality 6/10

22-04-2026

The Vita Coco Company, Inc. (COCO) filed a DEF 14A proxy statement dated April 22, 2026, for its virtual Annual Meeting of Stockholders on June 3, 2026, at 9:00 a.m. ET. Stockholders of record as of April 7, 2026 (56,983,327 shares outstanding) will vote to elect Shelley Broader, Michael Kirban, and Kenneth Sadowsky as Class II Directors until the 2029 annual meeting, ratify Deloitte & Touche LLP as independent auditors for FY ending December 31, 2026, and approve an advisory vote on executive compensation.

  • ·Annual Meeting accessible virtually at www.virtualshareholdermeeting.com/COCO2026 using 16-digit control number
  • ·Proxy materials and 2025 Annual Report available at https://www.proxyvote.com/
  • ·Stockholder list available for examination 10 days prior to meeting via email to shareholders@thevitacococompany.com
ICF International, Inc.DEF 14Aneutralmateriality 7/10

22-04-2026

ICF International, Inc.'s 2026 Proxy Statement details the virtual annual stockholder meeting, including Proposal 1 to elect three Class II directors (Marilyn Crouther, Michael J. Van Handel, Dr. Michelle A. Williams) for three-year terms expiring in 2029, an advisory vote on named executive officer compensation (Proposal 2), approval of the 2026 Incentive Plan (Proposal 3), and ratification of Grant Thornton as independent auditors for the fiscal year ending December 31, 2026 (Proposal 4). The board consists of eight directors divided into three classes, with voting requiring a majority for most proposals and specific quorum rules. No financial performance metrics are discussed in this section.

  • ·Record date: April 8, 2026
  • ·2025 Form 10-K filed with SEC on February 27, 2026
  • ·Virtual annual meeting webcast: www.virtualshareholdermeeting.com/ICFI2026
  • ·Proposal 2: non-binding advisory vote on NEO pay-for-performance compensation
  • ·Proposal 3: approval of 2026 Incentive Plan (majority of outstanding shares)
  • ·Proposal 4: routine matter allowing broker discretionary voting
Beachbody Company, Inc.DEF 14Aneutralmateriality 7/10

22-04-2026

Beachbody Company, Inc. (BODYW) filed a DEF 14A proxy statement dated April 22, 2026, seeking shareholder approval to elect nine incumbent director nominees—Mary Conlin, Carl Daikeler, Kristin Frank, Mark Goldston, Michael Heller, Ann Lundy, Kevin Mayer, John Salter, and Ben Van de Bunt—for terms expiring at the 2027 annual meeting. The board unanimously recommends voting 'FOR' all nominees, who serve on key committees including Audit, Compensation, and Nominating and Corporate Governance. No controversies or opposition are noted in the filing.

  • ·Director service start dates: Carl Daikeler (1998), Michael Heller (2012), John Salter (2018), Ben Van de Bunt (2019), Mary Conlin (2021), Kristin Frank (2021), Kevin Mayer (2021), Ann Lundy (2023), Mark Goldston (2023).
  • ·Committee memberships: Mary Conlin (Audit, Compensation, Nominating and Corporate Governance); Kristin Frank (Nominating and Corporate Governance); Ann Lundy (Audit); Kevin Mayer (Audit); Ben Van de Bunt (Compensation, Nominating and Corporate Governance); Michael Heller and John Salter (Nominating and Corporate Governance).
  • ·Election requires plurality vote; withhold votes and broker non-votes have no effect.
  • ·References Annual Report on Form 10-K for fiscal year ended December 31, 2025.
Smith Douglas Homes Corp.DEF 14Aneutralmateriality 6/10

22-04-2026

Smith Douglas Homes Corp. (SDHC) has filed a DEF 14A proxy statement for its 2026 Annual Meeting of Stockholders, scheduled virtually on June 4, 2026, at 8:30 a.m. ET. Stockholders of record as of April 10, 2026, will vote on electing eight directors—Thomas L. Bradbury, Gregory S. Bennett, Julie M. Bradbury, Neill B. Faucett, Jeffrey T. Jackson, George E. Perdue III, Janice E. Walker, and Neil B. Wedewer—and ratifying Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. As of the record date, 8,353,922 Class A shares (1.9% voting power) and 42,435,897 Class B shares (98.1% voting power) were outstanding, with Class B shares entitled to ten votes per share.

  • ·Annual Meeting accessible online via www.virtualshareholdermeeting.com/SDHC2026 using 16-digit control number
  • ·Record Date: April 10, 2026
  • ·Class A common stock: one vote per share; Class B common stock: ten votes per share
  • ·Proxy materials and 2025 Form 10-K available at www.proxyvote.com
Cantor Equity Partners III, Inc.DEF 14Apositivemateriality 9/10

22-04-2026

Cantor Equity Partners III, Inc. (CAEP) has filed a definitive proxy statement for an extraordinary general meeting on May 12, 2026, seeking shareholder approval for a business combination with AIR Limited via mergers into AIR Holdings Limited (Pubco), under a November 7, 2025 agreement, resulting in Pubco becoming publicly traded on Nasdaq under 'AIIR'. Post-closing ownership (assuming no redemptions and full earnout releases) would be approximately 15.1% for public shareholders, 2.3% for Sponsor, 53.3% for Kingsway Holders, and 29.3% for other AIR shareholders, with total consideration of $77.165M to Sponsor affiliates and $1.456B to AIR shareholders at $10.00 per Pubco Ordinary Share. AIR shareholders' shares are 99.9% locked up for six months or until a $12.50 per share trigger, while Sponsor surrenders 3.4M shares and has 1.5M earnout shares tied to $12.50/$15.00 price targets.

  • ·Sponsor Loan converts to CAEP Class A Ordinary Shares at $10.00 per share immediately prior to Cayman Merger.
  • ·Sponsor Note repaid in cash at Closing based on SPAC Pre-Closing Statement.
  • ·Sponsor waives anti-dilution protection for CAEP Class B shares (1:1 conversion).
  • ·Post-Combination Founder Shares subject to 6-month lock-up with early release exceptions.
  • ·A&R Registration Rights Agreement to include Pubco, Sponsor, and certain AIR Shareholders.
Rapid7, Inc.DEF 14Aneutralmateriality 6/10

22-04-2026

Rapid7, Inc. filed its DEF 14A Proxy Statement for the 2026 Annual Meeting of Stockholders, to be held virtually on June 9, 2026 at 11:30 a.m. ET, with proposals to elect 11 directors, ratify KPMG LLP as independent auditors for the fiscal year ending December 31, 2026, and provide an advisory vote on named executive officer compensation. The record date is April 15, 2026, with 66,772,182 shares of common stock outstanding entitled to vote. Proxy materials are provided via notice and access model.

  • ·Meeting accessible via live webcast at www.virtualshareholdermeeting.com/RPD2026.
  • ·Proxy materials and 2025 Annual Report available online on or about April 22, 2026.
WillScot Holdings CorpDEF 14Apositivemateriality 7/10

22-04-2026

WillScot Holdings Corporation filed its DEF 14A Proxy Statement on April 22, 2026, for the 2026 Annual Meeting of Stockholders to be held virtually on June 5, 2026, at 9:00 a.m. PDT, with a record date of April 8, 2026. The accompanying letters from Executive Chairman Worthing F. Jackman and the President and CEO highlight 2025 progress in implementing a unified commercial strategy, driving operational efficiencies through initiatives like route optimization, insourcing, and the Network Optimization Plan, and investing in talent development amid unstable end-market demand. No quantitative financial metrics or period-over-period comparisons are disclosed in the provided content.

  • ·Annual meeting location: Virtually via webcast.
  • ·Record date for voting: Close of business on April 8, 2026.
  • ·Company address: 6400 East McDowell Road, Suite 300, Scottsdale, Arizona 85257.
  • ·Website: www.willscot.com

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