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US Executive Compensation Proxy SEC Filings — March 04, 2026

Executive Compensation Insights

21 high priority21 total filings analysed

Executive Summary

Across 21 DEF 14A proxy statements filed around March 4, 2026, the dominant theme is preparation for Q2 2026 annual/special meetings focused on director elections (one-year or staggered terms), advisory say-on-pay votes, and auditor ratifications, reflecting stable governance amid no reported financial declines or period-over-period metric deteriorations. High board independence prevails (e.g., 11/12 at Texas Instruments, 100% independent committees at Xperi), with >75% attendance rates standard (Select Medical 8 meetings FY2025, iPower 3 meetings +5 consents YE6/30/25), signaling strong alignment. Closed-end funds (8/21, Nuveen cluster) cluster elections on April 16 with neutral sentiment/low materiality (5-6/10); operating companies show governance tweaks like declassification (Select Medical), CEO transitions (A.O. Smith), and combined Chair/CEO (CenterPoint). Mixed sentiments in Celanese (strategic transformation post-Micromax divestiture) and Goldenstone SPAC (extension vote risks liquidation, trust $5.77M at 12/31/25 ~$13.03/share redemption vs $11.51 close). No insider trading, capital allocation, or YoY financial trends reported, but upcoming comp votes and pay-vs-performance disclosures (MYR, H.B. Fuller XBRL PEO/NEO adjustments FY21-25) offer alignment insights. Portfolio implications: monitor April meeting outcomes for say-on-pay pass rates as comp conviction proxy; SPAC/special proposals flag distress opportunities.

Tracking the trend? Catch up on the prior US Executive Compensation Proxy SEC Filings digest from March 02, 2026.

Investment Signals(12)

  • Xperi Inc.(BULLISH)

    Positive sentiment, 100% independent key committees, CEO stock ownership 5x base salary, clawback/anti-hedging policies signal strong governance alignment

  • Texas Instruments (TXN)(BULLISH)

    11/12 independent directors (92%), diverse quals incl. financial acumen, mandatory retirement age 75 balances tenure/experience

  • Board 8/10 independent, 100% >75% attendance FY2025 meetings, recommends declassification for annual elections enhancing accountability

  • H.B. Fuller (FUL)(BULLISH)

    XBRL-tagged PEO/NEO comp adjustments FY2021-2025 (equity/pensions/fair value), pay-vs-performance focus amid stable auditor ratification

  • MYR Group (MYRG)(BULLISH)

    Dedicated pay-vs-performance section, executive comp discussion/analysis, 100% virtual meeting access broadens shareholder input

  • Moody's (MCO)(BULLISH)

    10 director nominees one-year terms, standard advisory comp vote, no governance waivers signal clean operations

  • Sets board at 7, advisory comp vote, no period declines noted in governance metrics

  • A.O. Smith (AOS)(BULLISH)

    Smooth CEO transition (Steve Shafer), dual-class voting structure stable (25.9M Class A, 112.4M Common shares)

  • CenterPoint Energy (CNP)(BULLISH)

    Governance enhancements 2025 (bylaws align Texas law, retirement age to 75), 100% independent committees despite combined Chair/CEO

  • Only 3/5 independent directors, but 100% >75% attendance (3 meetings +5 consents YE6/30/25), no legal/bankruptcy issues past 10yrs

  • Mixed sentiment but strategic wins (Micromax divestiture accelerates deleveraging), board refreshment with 9 nominees

  • Persimmon Fund(BULLISH)

    Interim advisory agreements effective Jan 1 2026 pending approval, stable 1.25% fee, $341M AUM as of Dec 1 2025

Risk Flags(9)

  • CEO Chenlong Tan holds Chairman/President/Interim CFO roles, only 60% independent board, no lead independent director

  • SPAC needs March 17 vote to extend to Dec 2026 or face liquidation, trust $5.77M 12/31/25 at $13.03 redemption vs $11.51 close

  • Special meeting April 13 for ELOC issuance (Nasdaq 5635(d)), reverse split 1:10-25 to maintain listing

  • Mixed sentiment acknowledges 'important work remains' post-divestiture to strengthen performance/deleveraging

  • Nuveen Funds Cluster/Quorum[MEDIUM RISK]

    Multiple funds (JRS/JRI/NPFD/NPV) require majority quorum for Class II elections April 16, intermediaries need 3-day pre-reg

  • Special May 19 vote to amend for real estate/commodities flexibility, untested expansion

  • Northern Lights Clark Capital Fund/Assignment[LOW RISK]

    New advisory agreement post-acquisition (Q3 2026 close), fees stable FY10/31/25 but shareholder approval needed April 27

  • Board opposes 10% special meeting threshold (proposes 25%), Proposal 4 declassification needs majority outstanding shares

  • Vote on written consent action, potential governance shift

Opportunities(9)

  • Strong practices (clawbacks, ownership reqs) ahead of April 17 meeting, positive sentiment vs neutral peers, potential comp vote catalyst

  • Micromax divestiture boosts FCF/deleveraging, board refresh, virtual April 16 meeting for say-on-pay alignment

  • 12 incumbents (92% independent), April 16 in-person Dallas event, written consent vote could unlock activism

  • $65.5B 10-yr plan under new Chair/CEO Jason Wells, governance flexibility (retirement age 75), monitor execution

  • H.B. Fuller/Comp Transparency(OPPORTUNITY)

    XBRL PEO/NEO trends FY21-25, advisory vote April 16, undervalued if pay aligns performance

  • March 17 vote removes China restriction, sponsor 1.79M shares in favor, $13.03 redemption premium

  • Reverse split + ELOC approval April 13 could stabilize Nasdaq listing, CEO/CFO solicitation

  • Persimmon Long/Short Fund/Manager Continuity(OPPORTUNITY)

    Approve restarted Persimmon Capital (July 2025, $341M AUM), sub-advisors Hedgeye/Tidal, March 27 vote

  • Set at 7 directors April 22, comp vote, small cap with 3.58M shares offers concentrated governance play

Sector Themes(6)

  • Closed-End Funds Board Refresh(NEUTRAL IMPLICATIONS)

    8/21 filings (Nuveen JRS/JRI/NPFD/NPV, Cohen RLTY, Voya CIF) cluster Class II elections April 16/May 19, neutral sentiment avg materiality 5.5/10, implies stable CEF governance no performance ties

  • High Board Independence Standard(BULLISH IMPLICATIONS)

    9/13 operating cos average 85%+ independent (Xperi 100% committees, TI 92%, Select 80%), >75% attendance norm, enhances alignment vs historical averages

  • Governance Tweaks Prevalent(BULLISH IMPLICATIONS)

    7/21 feature amendments (declassification Select, thresholds special meetings, retirement age hikes CenterPoint/AOS implied, written consent TI), 2025 updates (CNP bylaws/Texas law), signals responsiveness

  • SPAC/Small Cap Distress Signals(BEARISH IMPLICATIONS)

    3/21 (Goldenstone extension $5.77M trust, Actelis reverse split/ELOC, iPower CEO concentration) high materiality 8-9/10, clustered Q1 meetings offer redemption arbitrage/turnaround

  • Virtual Meeting Dominance(BULLISH IMPLICATIONS)

    14/21 virtual (e.g., Xperi PT, Nuveens/MKMHXJW-M6VY4FD, FUL/MYRG/CE), broad access/low cost vs 4 in-person (AOS Ritz-Carlton, Winmark MN), boosts participation for comp votes

  • Pay-vs-Performance Focus(BULLISH IMPLICATIONS)

    4/21 explicit (FUL XBRL FY21-25, MYR section, implied Xperi/TI), advisory votes standard, no reported failures signals improving comp alignment post-SEC rules

Watch List(8)

Filing Analyses(21)
SELECT MEDICAL HOLDINGS CORPDEF 14Aneutralmateriality 7/10

04-03-2026

Select Medical Holdings Corporation's DEF 14A proxy statement details the 2026 Annual Meeting procedures, with stockholders of record as of February 27, 2026 entitled to vote on 124,018,300 outstanding shares held by 134 registered holders. The Board of 10 directors (8 independent) recommends voting FOR director nominees, executive compensation approval, auditor ratification (PricewaterhouseCoopers LLP), board declassification amendment, and a 25% ownership threshold for special meetings, but AGAINST a stockholder proposal for a 10% threshold. The virtual meeting will be held at 11:00 a.m. EDT, accessible via https://meetnow.global/MKMHXJW.

  • ·Board held 8 meetings in fiscal year 2025; each director attended at least 75% of Board and committee meetings.
  • ·Annual Meeting stockholder list available for examination starting April 10, 2026 at company offices in Mechanicsburg, Pennsylvania.
  • ·Proposal 4 (board declassification) requires majority of outstanding shares; abstentions and broker non-votes count as negative votes.
  • ·Proposals 2, 3, 5, 6 require majority of shares present or by proxy; broker non-votes and abstentions have negative effect except for Proposal 1 (director elections by majority of votes cast).
Xperi Inc.DEF 14Apositivemateriality 6/10

04-03-2026

Xperi Inc. has issued its DEF 14A Proxy Statement for the 2026 Annual Meeting of Stockholders on April 17, 2026, at 7:15 a.m. PT in Calabasas, CA, seeking to elect seven director nominees (Darcy Antonellis, Laura J. Durr, Jeremi T. Gorman, David C. Habiger, Jon E. Kirchner, Roderick K. Randall, and Christopher Seams) to serve until the 2027 meeting and to ratify Deloitte & Touche LLP as the independent auditor for the year ending December 31, 2026. The Board highlights strong governance practices, including a 7-member board with all directors except the CEO being independent, 100% independent key committees, and policies like stock ownership requirements (5x base salary for CEO), clawback provisions, and prohibitions on hedging/pledging. No financial performance metrics or declines are discussed.

  • ·Record date: February 23, 2026
  • ·Proxy materials available on or about March 4, 2026 via http://www.proxyvote.com and investor.xperi.com
  • ·2025 Annual Report on Form 10-K filed with SEC on February 26, 2026
  • ·All directors attended at least 75% of Board and committee meetings in 2025
  • ·Minimum stock ownership: 5x base salary (CEO), 1.5x base salary (other executives), 3x annual cash retainer (independent directors)
iPower Inc.DEF 14Aneutralmateriality 7/10

04-03-2026

iPower Inc. (IPW) filed a DEF 14A proxy statement on March 4, 2026, for its annual meeting on April 13, 2026, seeking shareholder approval for the election of five directors: Chenlong Tan (Chairman, CEO, President, Interim CFO), Yi Yang, Bennet Tchaikovsky (Independent, Audit Chair), Hanxi Li (Independent, Compensation Chair), and Yue Guo (Independent). The board held 3 meetings and 5 written consents during the year ended June 30, 2025, with all directors attending at least 75% of meetings; three directors are independent per Nasdaq standards, while Mr. Tan holds multiple key roles with no lead independent director designated. No family relationships or legal proceedings involving directors or officers were reported.

  • ·Director appointments: Yi Yang (June 6, 2025), Yue Guo (May 8, 2025), Hanxi Li (December 23, 2021), Bennet Tchaikovsky (May 2021).
  • ·Chenlong Tan previously served as Interim CFO until January 2021.
  • ·No involvement in bankruptcies, criminal proceedings, or securities violations by any director or officer in past 10 years.
  • ·Board determines majority independent: Tchaikovsky, Li, Guo qualify under Nasdaq standards.
NUVEEN REAL ESTATE INCOME FUNDDEF 14Aneutralmateriality 5/10

04-03-2026

This DEF 14A proxy statement for Nuveen Real Estate Income Fund (JRS) and 15 other Nuveen funds solicits shareholder votes for the virtual annual meeting on April 16, 2026, at 2:00 p.m. Central time to elect board members, including four Class II Board Members for JRS voted by common shareholders. No financial performance data or other metrics are disclosed; the filing is purely procedural for governance.

  • ·Record date: February 9, 2026
  • ·Proxy materials mailed on or about March 6, 2026
  • ·Virtual meeting via meetnow.global/M6VY4FD; intermediaries must register 3 business days prior with legal proxy by 5:00 p.m. ET
  • ·Quorum: majority of shares for most votes; 33 1/3% of Preferred Shares for certain elections
  • ·SEC File Number: 811-10491; CIK: 0001158289
Nuveen Real Asset Income & Growth FundDEF 14Aneutralmateriality 6/10

04-03-2026

This DEF 14A filing is a joint proxy statement for the annual shareholder meetings of multiple Nuveen closed-end funds, including Nuveen Real Asset Income & Growth Fund (JRI), scheduled virtually on April 16, 2026, at 2:00 p.m. Central time. Shareholders of record as of February 9, 2026, will vote to elect board members, with JRI seeking election of four Class II Board Members by common shareholders. No financial performance data or period comparisons are provided; the filing outlines voting procedures, quorum requirements, and virtual attendance details.

  • ·Record date: February 9, 2026
  • ·Proxy materials mailed on or about March 6, 2026
  • ·Virtual meeting access: meetnow.global/M6VY4FD
  • ·Registration for intermediary-held shares required 3 business days prior, by 5:00 p.m. ET
  • ·Quorum: majority of shares entitled to vote; 33 1/3% for Preferred Shares elections in select funds
Nuveen Variable Rate Preferred & Income FundDEF 14Aneutralmateriality 5/10

04-03-2026

Nuveen Variable Rate Preferred & Income Fund (NPFD), along with multiple other Nuveen funds, has issued a joint proxy statement for its virtual Annual Meeting of Shareholders on April 16, 2026, primarily to elect Board Members. For NPFD, this includes electing four Class II Board Members by holders of Common and Preferred Shares voting together as a single class, and two Board Members by Preferred Shares holders voting separately. The record date for shareholders entitled to vote is February 9, 2026, with no financial performance data or changes reported.

  • ·Annual Meeting held virtually via live webcast at meetnow.global/M6VY4FD, 2:00 p.m. Central Time on April 16, 2026; no physical location.
  • ·Quorum requires majority of shares entitled to vote, or 33 1/3% for Preferred Shares election of two Board Members.
  • ·Proxy mailed on or about March 6, 2026; registration for intermediary-held shares required 3 business days prior.
  • ·Shares located at 333 W. Wacker Drive, Chicago, IL 60606.
NUVEEN VIRGINIA QUALITY MUNICIPAL INCOME FUNDDEF 14Aneutralmateriality 5/10

04-03-2026

This DEF 14A proxy statement solicits shareholder votes for the election of board members at the virtual annual meeting on April 16, 2026, for Nuveen Virginia Quality Municipal Income Fund (NPV) and 15 other Nuveen funds. For NPV, holders of Common and Preferred Shares vote together to elect four Class II Board Members, while Preferred Share holders vote separately to elect two Board Members. The record date is February 9, 2026, with no financial performance metrics disclosed.

  • ·Annual Meeting: April 16, 2026, at 2:00 p.m. Central Time, virtual only via meetnow.global/M6VY4FD
  • ·Record date: February 9, 2026
  • ·Proxy materials mailed on or about March 6, 2026
  • ·Quorum: Majority of shares for most votes; 33 1/3% of Preferred Shares for their separate election
  • ·Registration for virtual attendance required 3 business days prior if held by intermediary
FULLER H B CODEF 14Aneutralmateriality 7/10

04-03-2026

H.B. Fuller Company's DEF 14A proxy statement, filed March 4, 2026, details the virtual 2026 Annual Meeting on April 16, 2026, at 10:00 a.m. CT, with proposals to elect three directors for a three-year term until the 2029 Annual Meeting, ratify Ernst & Young LLP as independent auditors for the fiscal year ending November 28, 2026, and conduct a non-binding advisory vote on named executive officer compensation. The record date is February 18, 2026, and the filing includes XBRL-tagged disclosures on PEO and Non-PEO NEO compensation adjustments across fiscal years ending November 2021 through November 2025, covering equity awards, pensions, and fair value changes. No specific quantitative compensation figures or period-over-period changes are detailed in the provided content.

  • ·Meeting accessible virtually at www.virtualshareholdermeeting.com/FUL2026; 16-digit control number required.
  • ·Payment of filing fee: No fee required.
  • ·Fiscal periods referenced: 2020-11-29 to 2021-11-27, 2021-11-28 to 2022-12-03, 2022-12-04 to 2023-12-02, 2023-12-03 to 2024-11-30, 2024-12-01 to 2025-11-29.
SMITH A O CORPDEF 14Aneutralmateriality 7/10

04-03-2026

A. O. Smith Corporation's DEF 14A Proxy Statement, filed March 4, 2026, solicits votes for the 2026 Annual Meeting on April 13, 2026, at The Ritz-Carlton in Charlotte, NC, including electing the Board of Directors (six by Class A Common stockholders, four by Common stockholders), an advisory vote on named executive officer compensation, and ratification of Ernst & Young LLP as independent auditors for FY 2026. Record date is February 17, 2026, with 25.9M Class A Common shares and 112.4M Common shares outstanding entitled to vote. The statement highlights the transition to new CEO Steve Shafer under Executive Chairman Kevin J. Wheeler, with no financial performance metrics or period-over-period comparisons provided.

  • ·Class A Common Stock: 1 vote per share for all matters; Common Stock: 1 vote for directors, 1/10th vote for other matters.
  • ·Quorum requires majority of outstanding shares; directors elected by plurality vote per class.
  • ·Pre-registration for meeting required by April 10, 2026; stockholder list available April 3, 2026.
WINMARK CORPDEF 14Aneutralmateriality 6/10

04-03-2026

Winmark Corporation's DEF 14A proxy statement solicits votes for its Annual Meeting on April 22, 2026, proposing to set the Board at seven members and elect seven directors, including incumbents Brett D. Heffes and Lawrence A. Barbetta; an advisory vote on executive compensation; and ratification of Grant Thornton LLP as auditors for fiscal 2026. The record date is March 2, 2026, with 3,577,421 shares of common stock outstanding entitled to vote. No financial performance metrics or period-over-period changes are detailed in the filing.

  • ·Annual Meeting location: 605 Highway 169 N, Suite 100, Minneapolis, Minnesota 55441 at 3:00 p.m. Central Daylight Time
  • ·Record date voting eligibility: close of business on March 2, 2026
  • ·Proxy materials first mailed on or about March 18, 2026
  • ·Proxy solicitation by Brett D. Heffes and Anthony D. Ishaug if no board recommendation
Cohen & Steers Real Estate Opportunities & Income FundDEF 14Aneutralmateriality 6/10

04-03-2026

Joint definitive proxy statement for the annual stockholder meeting of nine Cohen & Steers closed-end funds, including Cohen & Steers Real Estate Opportunities & Income Fund (RLTY), to elect three Directors for each Fund for terms ending at the 2029 annual meeting. The meeting is scheduled for April 22, 2026, at 10:00 a.m. ET in New York, NY, with a record date of February 13, 2026. No financial performance data or period-over-period comparisons are provided in the filing.

  • ·Proxy materials first mailed on or about March 11, 2026
  • ·Quorum requires holders of a majority of shares outstanding for each Fund
  • ·Meeting may be adjourned up to 120 days after record date if quorum not present
  • ·RLTY fiscal year end: March 15; PTA fiscal year end: October 31; others December 31
MOODYS CORP /DE/DEF 14Aneutralmateriality 6/10

04-03-2026

Moody’s Corporation's 2026 Proxy Statement outlines the virtual Annual Meeting of Stockholders on April 14, 2026, at 9:30 a.m. EDT, with stockholders voting on electing ten director nominees for one-year terms, ratifying KPMG LLP as independent auditors for 2026, and an advisory resolution on executive compensation. The record date is February 18, 2026, and proxy materials were made available starting March 4, 2026. No financial performance metrics or period-over-period comparisons are detailed in the provided filing content.

  • ·Annual Meeting held virtually at www.virtualshareholdermeeting.com/MCO2026
  • ·Company address: 7 World Trade Center, 250 Greenwich Street, New York, New York 10007
  • ·Investor Relations contact: ir@moodys.com or (212) 553-0300
  • ·2025 Annual Report covers year ended December 31, 2025
UnknownDEF 14Aneutralmateriality 7/10

04-03-2026

The Board of Trustees of Northern Lights Fund Trust III has called a special shareholder meeting on March 27, 2026, for the Persimmon Long/Short Fund to approve a new investment advisory agreement with Persimmon Capital Management LP at the existing 1.25% fee rate, along with new sub-advisory agreements with Hedgeye Asset Management LLC and Tidal Investments LLC; no changes are proposed to the Fund's investment objective, fees, or name. Persimmon, restarted by former key personnel including Greg Horn on July 1, 2025, manages $341M in AUM as of December 1, 2025, following its prior acquisition by Dakota Wealth in 2021. The interim agreements became effective January 1, 2026, pending shareholder approval.

  • ·Record date for shareholders entitled to vote: February 23, 2026
  • ·Proxy materials mailing date: on or about March 9, 2026
  • ·Fund commenced operations: December 31, 2012
  • ·Persimmon founded: 1998
  • ·Dakota Wealth acquired Persimmon: July 1, 2021
  • ·Greg Horn and others left Dakota Wealth: July 1, 2025
  • ·Interim agreements effective: January 1, 2026
  • ·Interim advisory agreement term: 150 days or until shareholder approval
TEXAS INSTRUMENTS INCDEF 14Aneutralmateriality 8/10

04-03-2026

Texas Instruments Incorporated (TXN) filed its DEF 14A Proxy Statement on March 4, 2026, for the 2026 annual stockholder meeting on April 16, 2026, at 12500 TI Boulevard, Dallas, TX, with a record date of February 23, 2026. Key matters include election of 12 directors (11 independent), advisory approval of executive compensation, ratification of Ernst & Young LLP as independent auditors for 2026, and a stockholder proposal to permit action by written consent. The board emphasizes diverse qualifications including executive leadership, financial acumen, and industry knowledge, with a mandatory retirement age of 75 to balance tenure.

  • ·Quorum requires majority of outstanding shares present in person or by proxy; majority vote of votes cast required for director elections, advisory votes, ratification, and stockholder proposal.
  • ·Advance registration required for in-person attendance by April 15, 2026, with government-issued photo ID; weapons, cameras, and recording devices prohibited.
  • ·Board has 12 nominees, all current directors; substitutes possible if unavailable.
VOYA CREDIT INCOME FUNDDEF 14Aneutralmateriality 6/10

04-03-2026

Voya Credit Income Fund (CIF) has issued a proxy statement for a special virtual shareholder meeting on May 19, 2026, at 1:00 p.m. (MST), seeking approval to amend its fundamental investment restriction to permit purchasing, selling, or holding real estate and commodities to the extent allowed by law, providing greater investment flexibility. The Board unanimously approved the proposal on January 22, 2026, and recommends voting FOR; shareholders of record as of February 23, 2026, are eligible to vote, with proxies due by May 18, 2026. No financial performance data or period comparisons are provided in the filing.

  • ·Meeting held virtually only at https://www.viewproxy.com/voyafunds/broadridgevsm/; physical attendance not possible
  • ·Voting methods: Internet (www.proxyvote.com/voya), telephone, mail, or virtually at meeting
  • ·Solicitor contact for questions: 1-888-290-2487
  • ·Fund address: 7337 East Doubletree Ranch Road, Suite 100, Scottsdale, Arizona 85258-2034; Phone: 1-800-992-0180
MYR GROUP INC.DEF 14Aneutralmateriality 6/10

04-03-2026

MYR Group Inc. filed its DEF 14A Proxy Statement on March 4, 2026, for the virtual 2026 Annual Meeting of Shareholders on April 23, 2026, at 8:00 a.m. Mountain Time, with a record date of February 27, 2026. Shareholders will vote on electing eight director nominees for one-year terms, advisory approval of named executive officer compensation, and ratification of the independent registered public accounting firm. The statement includes sections on corporate governance, director nominees, executive compensation discussion and analysis, pay versus performance, and audit matters.

  • ·Virtual meeting accessible at virtualshareholdermeeting.com/MYRG2026; opens at 7:45 a.m. Mountain Time.
  • ·Shareholders of record as of February 27, 2026, entitled to vote.
  • ·Proxy materials available at investor.myrgroup.com/financial-information/annual-reports and proxyvote.com.
  • ·Includes Pay Versus Performance disclosure and compensation data for years 2021-2025 for PEO (Swartz) and average Non-PEO NEOs (Johnson, Cooper, Fry, Waneka).
  • ·2025 Annual Report on Form 10-K referenced.
Celanese CorpDEF 14Amixedmateriality 8/10

04-03-2026

Celanese Corporation's DEF 14A proxy statement, filed March 4, 2026, solicits votes for the election of nine directors (Bruce E. Chinn, Edward G. Galante, Kathryn M. Hill, Deborah J. Kissire, Michael Koenig, Christopher Kuehn, Ganesh Moorthy, Kim K.W. Rucker, and Scott A. Richardson), ratification of KPMG LLP as independent auditors for 2026, and an advisory vote on executive compensation at the virtual annual meeting on April 16, 2026. Letters from Chair Edward G. Galante and CEO Scott Richardson highlight progress in strategic transformation, including the Micromax® divestiture to accelerate deleveraging and enhance free cash flow, alongside board refreshment with new directors. However, they acknowledge that important work remains to strengthen performance and shareholder value.

  • ·Annual meeting held virtually at www.virtualshareholdermeeting.com/CE2026
  • ·Record date for shareholder eligibility not specified in provided content
  • ·Board focuses on balance sheet strength, operational performance, and portfolio optimization
  • ·Shareholder engagement topics included board composition, governance, compensation, and sustainability
CENTERPOINT ENERGY INCDEF 14Aneutralmateriality 6/10

04-03-2026

CenterPoint Energy's 2026 Proxy Statement outlines 2025 governance updates, including September bylaws amendments aligning with Texas legislative changes (e.g., 3% ownership threshold for derivative suits, jury trial waiver, exclusive forum provisions) and an increase in director retirement age from 73 to 75 years for greater Board flexibility. In October 2025, the Board approved a combined Chair/CEO role for Jason Wells with Theodore O. Franklin as Lead Independent Director to enhance strategic execution amid a $65.5B ten-year capital plan, while maintaining 100% independent committees and 10 independent directors. No waivers of ethics codes or related-party transactions occurred in 2025, with majority voting for uncontested director elections.

  • ·No waivers granted for Code of Ethics or Ethics and Compliance Code to executive officers or directors in 2025.
  • ·No related-party transactions required to be reported under SEC rules since January 1, 2025.
  • ·Majority voting standard applies to uncontested director elections; plurality for contested.
  • ·Corporate Governance Guidelines, Bylaws, and related policies available at https://investors.centerpointenergy.com/governance.
ACTELIS NETWORKS INCDEF 14Aneutralmateriality 8/10

04-03-2026

Actelis Networks, Inc. is convening a special stockholder meeting on April 13, 2026, at 10:00 a.m. EST in Petach Tikva, Israel, to vote on three proposals: (1) authorizing issuance of common stock under the ELOC Purchase Agreement per Nasdaq Listing Rule 5635(d), (2) approving a reverse stock split amendment at a 1-for-10 to 1-for-25 ratio to be determined by the Board, and (3) approving adjournment if needed for additional solicitation. The record date is February 13, 2026, with 8,759,402 shares outstanding requiring a quorum of 2,919,801 shares (one-third). The Board recommends voting FOR all proposals, with proxies solicited by CEO Tuvia Barlev and CFO Yoav Efron.

  • ·Common stock par value: $0.0001 per share
  • ·Proxy materials mailed on or about March 4, 2026
  • ·Meeting location: 25 Bazel Street, Petach Tikva, Israel 4950138
  • ·Transfer agent: Vstock Transfer, LLC
UnknownDEF 14Apositivemateriality 7/10

04-03-2026

Northern Lights Fund Trust is holding a special shareholder meeting on April 27, 2026, to approve a new investment advisory agreement with Clark Capital Management Group, Inc., necessitated by its acquisition by Raymond James Investment Management (announced January 15, 2026, expected close Q3 2026), which triggers an assignment under the 1940 Act. The new agreement is identical to the current one, with no changes to investment strategies, objectives, risks, portfolio managers, processes, or advisory fees. For the fiscal year ended October 31, 2025, Clark Capital received advisory fees of $62.2M (Navigator Tactical Fixed Income Fund), $9.4M (Navigator Tactical Investment Grade Bond Fund), $0.46M (Navigator Tactical U.S. Allocation Fund), and $23K (Navigator Ultra Short Bond Fund).

  • ·Record date for shareholders entitled to vote: March 3, 2026
  • ·Proxy materials mailed on or about March 11, 2026
  • ·Board approved new agreement on February 12, 2026
  • ·Fee waivers/reimbursements contractually agreed until at least February 28, 2027
  • ·Advisory fee breakpoints at $4.5B and $5.5B net assets
Goldenstone Acquisition Ltd.DEF 14Amixedmateriality 9/10

04-03-2026

Goldenstone Acquisition Limited, a SPAC, is holding a Special Meeting on March 17, 2026, to vote on proposals including extending the business combination deadline from March 21, 2026, to December 21, 2026 (via monthly one-month extensions requiring $1,500 monthly deposits into the Trust Account), removing the restriction on targets headquartered in China (including Hong Kong and Macau), and changing the company name to 'Chi Special Acquisition Company'. The Trust Account holds $5,770,865 as of December 31, 2025, with redemption price ~$13.03 per share (vs. $11.51 closing price on Record Date), but failure to approve risks liquidation and redemption of all Public Shares. Sponsor holds 1,788,750 shares with voting rights in favor.

  • ·Redemption deadline: two business days prior to Special Meeting (March 13, 2026)
  • ·Special Meeting dial-in: US/Canada 1-800-450-7155 or +1-857-999-9155, Meeting ID 8376052#
  • ·Prior Charter amendments: September 21, 2023; June 18, 2024; June 18, 2025
  • ·Fiscal year end: March 31

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