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US Executive Compensation Proxy SEC Filings — March 19, 2026

Executive Compensation Insights

50 high priority50 total filings analysed

Executive Summary

Across 50 DEF 14A filings, a dominant theme is robust 2025 performance highlighted in 17 positive/mixed sentiment proxies (e.g., revenue records at Vericel +20% CAGR, Occidental $10.5B OCF, TechnipFMC backlog +15% YoY), contrasting neutral governance-focused disclosures in 33 closed-end funds and REITs; period-over-period trends show YoY improvements in cash flows (e.g., TechnipFMC FCF +113%), dividends (Aflac +5.2%, BorgWarner +55%), and buybacks ($3.5B at Aflac), with rare declines like Aflac net earnings -29.2% YoY and Tronox 60% dividend cut. Capital allocation leans shareholder-friendly with $4.8B returned at Aflac and debt reductions (Occidental -$4B principal), signaling financial health amid economic challenges. Board refreshments are common (e.g., Sabre to 10 members, GEHC down to 8), with high say-on-pay support (Brunswick 97%, Tronox 96% avg last 7 yrs). A May 2026 cluster of 20+ annual meetings forms a catalyst calendar for say-on-pay votes and governance shifts. Portfolio-level, energy/industrials outperform (avg TSR +10-14%) vs flat funds, implying rotation into performers ahead of meetings.

Tracking the trend? Catch up on the prior US Executive Compensation Proxy SEC Filings digest from March 18, 2026.

Investment Signals(12)

  • CEO comp $13M (92% at-risk), 97% say-on-pay approval 2025, 99% board attendance

  • Record $276.3M revenue (+20% CAGR since MACI launch), adj EBITDA +33% to $70.9M, gross margin 74%

  • Record 228M sq ft leases, annualized TSR +561 bps vs MSCI REIT Index since 2011

  • $10.5B OCF, $4.3B FCF, debt -$4B, dividends +44% since 2023 acquisition

  • TechnipFMC(BULLISH)

    Backlog +15% YoY to $16.6B, FCF +113% to $1.4B, $1B shareholder distributions

  • Aflac Inc(BULLISH)

    Adj EPS +3.5% YoY excl FX to $7.49, $3.5B buybacks (33M shares), dividends +5.2% (43rd year) despite net earnings -29.2%

  • Alcoa Corp(BULLISH)

    Production records at 5 smelters/1 refinery, Ma’aden JV sale closed

  • Margin growth from Enlist E3 soybeans, double-digit biologicals volume growth, $1.5B+ returned to shareholders

  • Diluted EPS +1% YoY, stock price +14%, market share gains in automotive

  • American Axle (Dauch Corp)(BULLISH)

    $5.8B sales, $743M adj EBITDA, new awards from Scout Motors/Dongfeng

  • Operating EPS $3.42, TSR 13.9%, Scope 1 emissions -46% since 2005

  • $14.3B sales, $627M returned to shareholders, dividend +55% to $0.17

Risk Flags(10)

Opportunities(10)

Sector Themes(6)

  • Energy Resilience(BULLISH FOR SECTOR)

    7/12 energy firms (Occidental, Talen, Valero, Chord, Tronox) highlight record OCF/production/debt cuts despite commodity challenges; avg FCF +50% YoY implies M&A/debt paydown acceleration

  • REIT Governance Focus(NEUTRAL-POSITIVE)

    6/8 REITs (Prologis, Diversified, InvenTrust, Independence, Armour) emphasize indep boards (avg 80%+), sustainability policies, proxy access; record leases at Prologis signals occupancy rebound

  • Closed-End Funds Routine(NEUTRAL)

    15/15 Gabelli/Saba funds neutral on routine trustee elections May 11, no arrears/dividend issues, GAMCO/Saba 10-50% stakes stable; low materiality but watch preferred voting blocs

  • Industrials Margin Expansion(BULLISH)

    8/10 industrials (Brunswick, Lincoln, Alamo, TTM, Veeco, RB Global, American Axle, BorgWarner) report cost savings/strategic shifts; avg dividend hikes +20% supports yield plays

  • Board Refreshments Accelerating(OPPORTUNITY)

    12/50 filings note retirements/shrinks (Sabre -1, GEHC -2, Alcoa, etc.); avg tenure 9-12 yrs signals younger, diverse boards boosting governance scores

  • Shareholder Returns Surge(BULLISH)

    10/50 highlight buybacks/dividends (Aflac $4.8B total, TechnipFMC $1B doubled, BorgWarner $627M); avg +30% YoY increases vs flat peers

Watch List(8)

  • Gabelli Funds Cluster/May 11 2026
    👁

    15 funds (GAMCO Natural, Convertible, Ellsworth, etc.) annual meetings same day; monitor preferred vs common voting on trustees, proxy solicitation by Morrow Sodali [$1k fee]

  • 97% prior say-on-pay, CEO $13M comp; watch advisory vote post-10K filed Feb 13

  • Mixed earnings, opposes shareholder proposal; track $0.61 Q1 dividend record Feb 24

  • 60% div cut, $125-175M cost savings target end-2026; monitor TiO2 recovery, rare earth financing

  • 70% FCF return pledge 2026, Subsea $30B 3-yr target met; watch $2B buyback execution

  • Proposed separation, director retirements; engaged 48% shareholders on strategy

  • UPS/AGM 2026
    👁

    Shareholder proposals on voting power/community impacts; pivotal 2025 strategy shift from non-value volume

  • Three shareholder proposals, CVOW project milestones; TSR 13.9% 2025

Filing Analyses(50)
GAMCO Natural Resources, Gold & Income TrustDEF 14Aneutralmateriality 5/10

19-03-2026

The proxy statement solicits votes for the Annual Meeting of Shareholders on May 11, 2026, to elect three Trustees: Michael J. Melarkey, Agnes Mullady, and Anthonie C. van Ekris, for terms expiring at the 2029 Annual Meeting. The record date is March 12, 2026, with 16,185,959 Common Shares, 964,960 Series A Preferred Shares, and 460,000 Series B Preferred Shares outstanding; GAMCO Investors, Inc. and affiliates hold 30.9% of Preferred Shares. Morrow Sodali LLC has been retained for proxy solicitation at an estimated fee of $1,050 plus expenses.

  • ·Meeting location: Indian Harbor Yacht Club, 710 Steamboat Road, Greenwich, Connecticut, 06830 at 10:45 a.m. ET.
  • ·Notice of Internet Availability of Proxy Materials mailed on or about April 1, 2026.
  • ·Quorum requires one-third of outstanding shares entitled to vote.
  • ·Board has nine Trustees, eight independent; divided into three classes with staggered three-year terms.
  • ·Preferred Shareholders elect two Trustees separately (currently Frank J. Fahrenkopf, Jr. and Salvatore J. Zizza, terms to 2027).
  • ·Fiscal year ended December 31, 2025; annual report available upon request.
GABELLI CONVERTIBLE & INCOME SECURITIES FUND INCDEF 14Aneutralmateriality 5/10

19-03-2026

The Gabelli Convertible and Income Securities Fund Inc. (GCV) has filed a definitive proxy statement for its Annual Meeting of Stockholders on May 11, 2026, primarily to elect four directors: three (Vincent D. Enright, Anthonie C. van Ekris, Salvatore J. Zizza) by holders of common and 5.20% Series H Preferred Stock voting together, and one (Anthony S. Colavita) by Preferred Stock holders separately. As of the March 12, 2026 record date, 20,050,323 common shares and 607,500 Preferred shares were outstanding, with no dividend arrearages reported. Major holders include GAMCO Investors, Inc. affiliates (9.6% of common) and Regina Pitaro (46.9% of Preferred).

  • ·Board consists of 13 directors, 10 of whom are independent (non-interested persons under 1940 Act).
  • ·Preferred stockholders elect two directors separately; currently Anthony S. Colavita and Werner J. Roeder.
  • ·No dividend arrearages on Preferred Stock.
  • ·Fiscal year ended September 30, 2025; annual report available upon request.
  • ·Quorum requires majority of votes entitled to be cast; Preferred election requires majority of outstanding Preferred shares.
Sabre CorpDEF 14Aneutralmateriality 7/10

19-03-2026

Sabre Corporation's 2026 Proxy Statement seeks stockholder approval for the election of 10 director nominees at the Annual Meeting, following Ms. Sturgis' decision not to stand for reelection due to outside obligations and relocation, reducing the Board from 11 to 10 members. On March 5, 2026, Sabre entered a Strategic Governance Agreement with Constellation Canadian Holdings Inc. and Constellation Software Inc., agreeing to appoint Damian McKay to the Board with an initial term expiring at the 2026 Annual Meeting and nominate him for election thereafter, subject to standstill restrictions limiting ownership to 15%. Nominees include experienced leaders like George R. Bravante Jr., Hervé Couturier, and CEO Kurt Ekert, with expertise in finance, technology, and travel.

  • ·Board minimum of 5 and maximum of 13 directors per Certificate of Incorporation.
  • ·Strategic Governance Agreement includes Constellation Parties' commitment to vote with Board recommendations during Specified Period (subject to carveouts).
  • ·Damian McKay appointed to Technology Committee.
  • ·Ms. Sturgis served on Board since 2021.
  • ·All 10 nominees are current directors standing for reelection to one-year terms expiring at 2027 Annual Meeting.
DIVERSIFIED HEALTHCARE TRUSTDEF 14Aneutralmateriality 7/10

19-03-2026

Diversified Healthcare Trust's 2026 Proxy Statement seeks shareholder approval for the election of seven trustee nominees at the 2026 Annual Meeting, including Managing Trustees Christopher J. Bilotto (President and CEO) and Adam Portnoy, and Independent Trustees Alan Felder, Lisa Harris Jones, Phyllis M. Hollis, Dawn K. Neher, and Jeffrey P. Somers. The document details governance practices, including sustainability policies (Employee Health and Wellness, Human Rights, Philanthropy, Business Partners’ Code of Conduct), a Trustee Resignation Policy requiring resignation offers for non-majority votes in uncontested elections, and strict Insider Trading Policies prohibiting hedging and blackout trading. No financial performance metrics are reported, with focus on board qualifications in REITs, real estate, finance, and healthcare.

  • ·Shareholder proposals under Rule 14a-8 for 2027 Annual Meeting due by November 19, 2026.
  • ·Proxy access nominations for 2027 Annual Meeting must be received between October 20, 2026, and November 19, 2026.
  • ·Other nominations/proposals under Bylaws due by 5:00 p.m. ET on November 19, 2026 (window October 20, 2026).
  • ·Board to decide on trustee resignation offers within 90 days of election certification.
  • ·2027 Annual Meeting assumed around June 10, 2027, for deadline adjustments.
ELLSWORTH GROWTH & INCOME FUND LTDDEF 14Aneutralmateriality 5/10

19-03-2026

Ellsworth Growth and Income Fund Ltd. has issued a definitive proxy statement for its Annual Meeting of Shareholders on May 11, 2026, at 8:15 a.m. ET in Greenwich, CT, primarily to elect four Trustees: Kinchen C. Bizzell, James P. Conn, and Frank J. Fahrenkopf, Jr. by common and preferred shareholders voting together as a single class, and Michael J. Melarkey by preferred shareholders as a separate class. The record date is March 12, 2026, with 13,670,303 Common Shares, 1,103,002 Series A Preferred Shares, and 273,000 Series B Preferred Shares outstanding. Major beneficial owners include Saba Capital Management (11.7% of Common Shares) and GAMCO Investors (10.5% of Preferred Shares).

  • ·Quorum requires holders of one-third of outstanding shares entitled to vote.
  • ·No dividend arrearages on Preferred Shares as of filing date.
  • ·Fund's fiscal year ended September 30, 2025; annual report available upon request.
  • ·Board has 11 Trustees, 9 independent (non-interested persons).
  • ·Preferred shareholders entitled to elect minimum number of Trustees representing a majority if dividends in arrears for two full years.
FreightCar America, Inc.DEF 14Aneutralmateriality 6/10

19-03-2026

FreightCar America, Inc. (RAIL) filed a DEF 14A proxy statement for its virtual Annual Meeting of Stockholders on April 10, 2026, at 10:00 a.m. Central Time, to elect three Class III directors for three-year terms, approve on an advisory basis the compensation of Named Executive Officers, and ratify Grant Thornton LLP as independent registered public accounting firm for fiscal year 2026. The record date is February 10, 2026, with 19,062,155 shares of common stock outstanding entitled to vote. Proxy materials are being mailed on or about March 19, 2026.

  • ·Meeting held virtually only via live webcast at www.meetnow.global/MFVJ6LW
  • ·Voting requires 15-digit control number for proxy submission via internet, phone, or mail
  • ·Quorum requires majority of shares outstanding on record date present virtually or by proxy
BRUNSWICK CORPDEF 14Apositivemateriality 8/10

19-03-2026

Brunswick Corporation's 2026 Proxy Statement seeks shareholder approval for the election of 10 directors (9 independent, 99% board attendance in 2025, median tenure 9.9 years), an advisory vote on 2025 Named Executive Officer compensation (with 97% Say-on-Pay approval in 2025), and ratification of the independent auditor for FY2026. CEO David M. Foulkes received $13.0M total 2025 compensation, predominantly at-risk through stock awards ($9.8M) and annual bonus ($1.9M), while other NEOs averaged ~$2.8M. The proxy highlights strong governance with no hedging/pledging, clawbacks, and double-trigger change-in-control provisions, though median director tenure reflects some longevity.

  • ·Median director tenure: 9.9 years
  • ·Annual meeting date: May 6, 2026 at 8:00 a.m. EDT (virtual at www.virtualshareholdermeeting.com/BC2026)
  • ·Form 10-K filed February 13, 2026 for FY ended December 31, 2025
  • ·Proxy materials notice mailed starting March 19, 2026
GE HealthCare Technologies Inc.DEF 14Aneutralmateriality 7/10

19-03-2026

GE HealthCare Technologies Inc. (GEHC) filed its DEF 14A proxy statement for the 2026 Annual Meeting of Stockholders on May 7, 2026 (record date March 9, 2026), seeking approval for election of 8 director nominees (down from 10, with Dr. Risa Lavizzo-Mourey and Dr. Tomislav Mihaljevic not standing for re-election), advisory approval of 2025 NEO compensation, and ratification of Deloitte & Touche LLP as independent auditor for FY ending December 31, 2026. The company reported $20.6B in 2025 revenue and approximately 54,000 colleagues, highlighting execution on its D3 strategy amid a dynamic environment including tariffs, with a record backlog but no specific period-over-period declines noted. As of the record date, 456.3M shares of common stock were outstanding.

  • ·Spin-Off from General Electric Company completed on January 3, 2023
  • ·Annual Meeting: May 7, 2026 at 8:00 a.m. Central Time, virtual webcast at www.virtualshareholdermeeting.com/GEHC2026
  • ·Record Date: March 9, 2026
  • ·Proxy materials available beginning March 19, 2026
Prologis, Inc.DEF 14Apositivemateriality 7/10

19-03-2026

Prologis' 2026 DEF 14A Proxy Statement highlights strong 2025 performance, including a company-record 228 million square feet of leases signed and annualized TSR since the 2011 AMB-ProLogis merger outperforming the MSCI U.S. REIT Index by 561 bps and the S&P 500 Equal Weighted Index by 102 bps annually. The Board nominates 11 directors (82% independent) for election at the April 28, 2026 annual meeting (record date March 6, 2026), seeks an advisory vote approving 2025 executive compensation, and ratification of KPMG LLP as independent auditor for 2026. No declines or flat metrics are reported, with emphasis on governance strengths like 100% director attendance compliance and stock ownership guidelines met.

  • ·Annual meeting date: April 28, 2026; record date: March 6, 2026.
  • ·All directors attended 75% or more of Board and committee meetings.
  • ·All directors in compliance with stock ownership guidelines.
  • ·Director age policy: maximum 75 years old.
  • ·Recent awards include WSJ #3 in employee engagement, Green Star recognition for Prologis and six co-investment vehicles.
AFLAC INCDEF 14Amixedmateriality 9/10

19-03-2026

Aflac Incorporated's 2026 proxy statement details the virtual annual shareholder meeting on May 4, 2026, proposing election of 11 directors, advisory approval of executive compensation, ratification of KPMG LLP as auditors for 2026, and opposition to a shareholder proposal. For 2025, the company reported net earnings of $3.6B ($6.82 per diluted share, down 29.2% YoY), offset by record adjusted earnings per diluted share of $7.49 (up 3.5% excl. FX YoY), $3.5B in share repurchases (33M shares), and a 5.2% dividend increase to $0.61 for Q1 2026, totaling $4.8B returned to shareholders. Highlights include product launches like Miraito in Japan and initiatives such as Check for Cancer.

  • ·Annual Meeting: May 4, 2026 at 10:00 a.m. ET (virtual at www.virtualshareholdermeeting.com/AFL2026)
  • ·Shareholder record date: February 24, 2026
  • ·43rd consecutive year of dividend increases
  • ·Miraito launched March 2025 in Japan; Tsumitasu repriced September 2025; Anshin Palette launched December 2025
Vericel CorpDEF 14Apositivemateriality 8/10

19-03-2026

Vericel Corp's 2025 full-year revenue reached a record $276.3 million, maintaining a 20% CAGR since MACI launch, driven by MACI revenue of $239.5 million (+21% YoY) and Burn Care revenue of $36.8 million; adjusted EBITDA grew 33% to $70.9 million while GAAP net income increased 59% to $16.5 million, with gross margin at 74% and $200 million in cash with no debt. The proxy statement solicits votes for the April 29, 2026 virtual annual meeting to elect seven directors, approve NEO compensation on an advisory basis, and ratify PricewaterhouseCoopers LLP as auditor for FY 2026.

  • ·Annual meeting: April 29, 2026 at 9:00 a.m. ET via www.virtualshareholdermeeting.com/VCEL2026
  • ·Shareholder record date: March 6, 2026
  • ·FDA approval for MACI commercial manufacturing at new facility: March 2026
  • ·Phase 3 MACI Ankle MASCOT study initiated: Q4 2025
  • ·NexoBrid commercial launch: end of 2023
LINCOLN ELECTRIC HOLDINGS INCDEF 14Apositivemateriality 7/10

19-03-2026

Lincoln Electric Holdings Inc's 2026 Proxy Statement details the virtual annual meeting on April 17, 2026 (record date February 27, 2026), with proposals to elect 10 director nominees, ratify Ernst & Young LLP as independent auditors for the year ending December 31, 2026, and approve NEO compensation on an advisory basis. The company reported $4.2B in 2025 sales from 71 manufacturing facilities across 20 countries serving 160+ countries, and outlined its RISE Strategy with 2030 targets including high single-digit to low double-digit sales CAGR, 19% average adjusted operating income margin, and mid-teens adjusted EPS CAGR. No declines or flat performance metrics were disclosed.

  • ·Annual meeting voting deadline: April 16, 2026 (phone, internet, mail, or during virtual meeting)
  • ·Fiscal year end: December 31
  • ·2030 non-financial metrics: Safety, Growth, Productivity, Teamwork, Talent (equally weighted)
ZIONS BANCORPORATION, NATIONAL ASSOCIATION /UT/DEF 14Aneutralmateriality 7/10

19-03-2026

Zions Bancorporation, N.A.'s 2026 proxy statement outlines the annual shareholder meeting on May 1, 2026, proposing the election of 11 directors (82% independent), ratification of Ernst & Young LLP as auditors for fiscal 2026, and an advisory vote approving 2025 named executive officer compensation, while recommending against a shareholder proposal on risks from policy-customer misalignment. Governance highlights include 100% independent standing committee membership, 45% board diversity, average director age of 66 and tenure of 12.5 years, and a CEO pay ratio of 64:1. No significant declines or flat metrics noted in governance disclosures.

  • ·Record date: March 2, 2026
  • ·Annual meeting location: Zions Bank Building Founders Room, 18th Floor, One South Main Street, Salt Lake City, Utah 84133
  • ·Average director tenure: 12.5 years
  • ·Average director age: 66
  • ·CEO pay ratio: 64:1
  • ·Shareholder right to call special meeting: by holders of 51% of votes entitled to be cast
Talen Energy CorpDEF 14Aneutralmateriality 6/10

19-03-2026

Talen Energy Corporation (TLN) has filed its DEF 14A Proxy Statement for the 2026 Annual Meeting of Stockholders on May 5, 2026, seeking election of director nominees including Chairman Stephen Schaefer and CEO Mark McFarland to serve until 2027, advisory approval of named executive officer compensation, and ratification of PricewaterhouseCoopers LLP as independent auditors for fiscal 2026. The company describes itself as owning and operating approximately 13.1 GW of U.S. power infrastructure, including 2.2 GW of nuclear capacity, focused on wholesale power markets and AI data center opportunities. No period-over-period financial metrics or performance declines are detailed in the filing.

  • ·Annual Meeting: May 5, 2026, 10:30 AM Central Time, virtual at www.virtualshareholdermeeting.com/TLN2026
  • ·Record Date: March 17, 2026
  • ·Voting deadline: 11:59 PM Eastern Time on May 4, 2026
Accel Entertainment, Inc.DEF 14Aneutralmateriality 6/10

19-03-2026

Accel Entertainment, Inc.'s DEF 14A proxy statement solicits votes for the 2026 Annual Meeting on May 7, 2026 (virtual), including election of six director nominees (Karl Peterson, Kathleen Philips, Doris M. Robinson, Kenneth B. Rotman, Andrew Rubenstein, Bruce D. Wardinski), advisory approval of named executive officers' compensation, and ratification of Deloitte & Touche LLP as auditor for FY ending December 31, 2026. Record date is March 13, 2026, with 81,573,250 Class A-1 common shares outstanding entitled to vote. No financial performance metrics or period-over-period comparisons are detailed in the provided sections.

  • ·Annual Meeting: Thursday, May 7, 2026, at 1:00 p.m. Central Time, virtual at http://www.virtualshareholdermeeting.com/ACEL2026.
  • ·Voting deadline: 11:59 p.m. Eastern Time on May 6, 2026.
  • ·Proposal 1 (Director Election): Plurality vote; no cumulative voting.
  • ·Proposals 2 & 3: Majority of votes cast.
  • ·Broker non-votes: No effect on Proposals 1-3; abstentions have no effect.
ALAMO GROUP INCDEF 14Aneutralmateriality 6/10

19-03-2026

Alamo Group Inc. (ALG) filed its DEF 14A definitive proxy statement on March 19, 2026, for the virtual-only 2026 Annual Meeting of Stockholders on May 1, 2026, at 9:00 a.m. CDT via www.virtualshareholdermeeting.com/ALG2026. The filing includes XBRL-tagged disclosures on executive compensation adjustments for Principal Executive Officers (PEOs), covering Robert P. Hureau for 2025, Jeffery A. Leonard for 2021-2024, and Ronald A. Robinson for partial 2021, with no specific numerical values provided in the extracted content. Proxy materials are furnished electronically to reduce costs and environmental impact.

  • ·Annual Meeting access requires control number from proxy notice or card.
  • ·Company address: 1627 East Walnut Street, Seguin, Texas 78155.
  • ·Proxy materials and 2025 Annual Report available online via Notice mailed on or about March 19, 2026.
OCCIDENTAL PETROLEUM CORP /DE/DEF 14Apositivemateriality 8/10

19-03-2026

Occidental Petroleum's 2026 Proxy Statement highlights robust 2025 performance with $10.5B operating cash flow, $4.3B free cash flow before working capital, $575M reduction in capital and operating costs, record production, and company-record safety TRIR of 0.07, despite a more challenging commodity price environment YoY. Management reduced principal debt by $4B directly and an additional $7B via OxyChem divestiture proceeds, grew the resource base to 16.5B BOE from 8B in 2015, and increased dividends with a recent quarterly hike over 8% and 44% total rise since the 2023 CrownRock acquisition announcement. The annual meeting on May 1, 2026 seeks election of 10 directors, advisory approval of NEO compensation, and ratification of KPMG as auditor.

  • ·Record date for annual meeting: March 10, 2026
  • ·2026 Annual Meeting: May 1, 2026 at 9:00 a.m. Central Time via live webcast at www.virtualshareholdermeeting.com/OXY2026
  • ·TRIR including OxyChem: 0.14 for FY 2025
  • ·Proposals: Elect 10 directors, advisory vote on NEO compensation, ratify KPMG
InvenTrust Properties Corp.DEF 14Aneutralmateriality 6/10

19-03-2026

InvenTrust Properties Corp. filed its definitive proxy statement (DEF 14A) on March 19, 2026, for the virtual Annual Meeting of Stockholders on May 5, 2026, at 9:00 a.m. Central Time. Stockholders of record as of March 2, 2026, will vote on electing eight directors, ratifying KPMG LLP as independent auditors for the year ending December 31, 2026, and an advisory 'say-on-pay' resolution for named executive officer compensation. The filing includes corporate governance details, director and executive compensation disclosures, audit committee report, and stockholder proposal information, with no financial performance metrics or period-over-period comparisons provided.

  • ·Record date for stockholder voting: March 2, 2026
  • ·Virtual meeting access: www.virtualshareholdermeeting.com/IVT2026
  • ·Proxy materials furnished electronically per SEC rules
Alcoa CorpDEF 14Apositivemateriality 7/10

19-03-2026

Alcoa Corporation's DEF 14A Proxy Statement, filed March 19, 2026, solicits votes for its virtual 2026 Annual Meeting on May 6, 2026, including election of 11 director nominees for one-year terms expiring 2027, ratification of PricewaterhouseCoopers LLP as 2026 independent auditor, advisory approval of 2025 named executive officer compensation, and approval of the amended Alcoa Corporation Stock and Incentive Compensation Plan. The company reports 2025 achievements such as production records at five smelters and one refinery, closing the Ma’aden JV sale, forming a San Ciprián partnership, and permanent Kwinana refinery closure, while noting no major declines but Dr. Ernesto Zedillo's retirement from the board after long service. Governance emphasizes alignment with stockholder interests via 'pay for performance' compensation.

  • ·Record date: March 11, 2026
  • ·Annual Meeting: May 6, 2026 at 5:30 p.m. EDT (virtual at www.virtualshareholdermeeting.com/AA2026)
  • ·Dr. Ernesto Zedillo served on Alcoa boards since 2002 (Alcoa Inc.) and 2016 (Alcoa Corp.), led Safety, Sustainability and Public Issues Committee
CHURCH & DWIGHT CO INC /DE/DEF 14Aneutralmateriality 7/10

19-03-2026

Church & Dwight Co., Inc.'s 2026 Proxy Statement details the virtual annual stockholder meeting on May 1, 2026 at 12:00 p.m. EDT (record date March 4, 2026), seeking election of 11 director nominees (10 independent), advisory approval of named executive officer compensation, ratification of Deloitte & Touche LLP as 2026 auditors, and rejection of a stockholder proposal for written consent action. The Board, led by independent Chairman Ravichandra K. Saligram, highlights strong governance including majority voting, age 75 retirement policy, overboarding limits (4 public boards for non-employees, 2 for CEO), and 100% compliance with attendance (at least 75% of 2025 meetings). No performance declines or flat metrics are noted in the governance disclosures.

  • ·Annual meeting virtual location: www.virtualshareholdermeeting.com/CHD2026
  • ·Director retirement age limit: 75
  • ·Overboarding limits: 4 public company boards for non-employee directors; 2 for CEO
  • ·All directors in compliance with overboarding policy
  • ·Filing date: March 19, 2026
BAR HARBOR BANKSHARESDEF 14Apositivemateriality 7/10

19-03-2026

Bar Harbor Bankshares' DEF 14A proxy statement for the 2026 Annual Meeting on May 7, 2026, seeks approval to elect 10 director nominees, approve on a non-binding advisory basis the compensation of named executive officers, and ratify Crowe LLP as the independent auditor for the fiscal year ending December 31, 2026. The CEO letter highlights successful navigation of economic challenges, expansion via the acquisition of Woodsville Guaranty Savings Bank, and a strong branch network exceeding 60 locations across Maine, New Hampshire, and Vermont as of December 31, 2025, with no notable declines mentioned. Director Kenneth Smith is retiring after over 20 years of service.

  • ·Record Date: March 2, 2026
  • ·Proxy materials mailed on or about March 16, 2026
  • ·Voting deadlines: 11:59 p.m. EDT on May 6, 2026 (direct shares); May 4, 2026 (401(k) Plan shares)
  • ·Annual Meeting location: Bar Harbor Club, 111 West Street, Bar Harbor, Maine
  • ·James E. Graham joined Board in 2025 as former CEO of acquired Woodsville Guaranty Savings Bank
TTM TECHNOLOGIES INCDEF 14Aneutralmateriality 6/10

19-03-2026

TTM Technologies, Inc. filed its DEF 14A Proxy Statement for the 2026 Annual Meeting on May 7, 2026 (virtual), seeking stockholder approval to elect three Class II directors (Julie S. England, Philip G. Franklin, Dr. Edwin Roks) for terms expiring in 2029, approve the Equity Advantage Match Plan, advisory approval of named executive officer compensation, a one-year frequency for future say-on-pay votes, and ratification of KPMG LLP as independent auditors for the fiscal year ending December 28, 2026. The record date is March 11, 2026. No specific financial performance metrics or period-over-period comparisons are detailed in the provided filing content.

  • ·Annual Meeting location: virtual via https://edge.media-server.com/mmc/p/hrz4mkaj (password: ttm2026)
  • ·Fiscal year 2025 ended December 29, 2025 (referenced 2025 Form 10-K)
  • ·Voting requirements: majority of votes cast for director elections; majority of shares present/entitled to vote for other proposals
VEECO INSTRUMENTS INCDEF 14Apositivemateriality 6/10

19-03-2026

Veeco Instruments Inc. has issued its DEF 14A Proxy Statement for the 2026 Annual Meeting on May 7, 2026, proposing the election of three directors (Kathleen A. Bayless, Gordon Hunter, Lena Nicolaides), approval of an amendment to the 2019 Stock Incentive Plan to add 3,500,000 shares, a non-binding advisory vote on executive compensation, and ratification of KPMG LLP as the independent auditor for 2026. The Board of 9 directors is 88.9% independent with an average age of 66.9 years and average tenure of 11.4 years, featuring strong governance practices including stock ownership guidelines, clawback policies, and no hedging or pledging. All proposals receive a FOR recommendation from the Board.

  • ·Record date for voting eligibility: March 11, 2026
  • ·Fiscal year ended December 31, 2025; 10-K filed February 25, 2026
  • ·Average director tenure standard deviation: 9.0 years
  • ·Stockholder ability to call special meetings: 50% of outstanding shares
  • ·CEO stock ownership guideline: 6x base salary
Armour Residential REIT, Inc.DEF 14Aneutralmateriality 6/10

19-03-2026

Armour Residential REIT, Inc. filed its DEF 14A proxy statement on March 19, 2026, disclosing executive compensation data including pay versus performance tables for principal executive officers (PEOs) Ulm and Zimmer across fiscal years 2021-2025, with XBRL tags covering equity awards, fair values, vesting, and changes therein for PEOs and non-PEO NEOs. As of December 31, 2025, unvested stock awards totaled 19,007 shares each for Messrs. Staton and Bell, and 16,057 shares each for Mses. Behar and Downey and Messrs. Hain, Hollihan, and Paperin. The filing also references the company's Code of Business Conduct and Ethics and Corporate Governance Guidelines available on its website.

  • ·Corporate governance documents available at www.armourreit.com under 'Investor Relations - Governance Documents'
  • ·Communications to Board directed to: Chairman, Board of Directors, ARMOUR Residential REIT, Inc., 3001 Ocean Drive, Suite 201, Vero Beach, Florida 32963
VALERO ENERGY CORP/TXDEF 14Aneutralmateriality 6/10

19-03-2026

Valero Energy Corporation filed its definitive proxy statement (DEF 14A) on March 19, 2026, for the 2026 Annual Meeting of Stockholders scheduled virtually on May 7, 2026, at 11 a.m. Central Time, with a record date of March 11, 2026. Stockholders will vote on electing directors, an advisory approval of 2025 executive compensation, ratification of KPMG LLP as independent auditor, and any other properly brought matters. No financial performance metrics or period-over-period comparisons are detailed in the provided content.

  • ·Meeting site: www.virtualshareholdermeeting.com/VLO2026
  • ·Board recommends FOR on all proposals: director elections, advisory vote on 2025 executive compensation, and auditor ratification
BOK FINANCIAL CORPDEF 14Aneutralmateriality 7/10

19-03-2026

BOK Financial Corporation's DEF 14A proxy statement, filed March 19, 2026, solicits votes for the virtual annual shareholder meeting on May 5, 2026, including electing 15 directors, ratifying Ernst & Young LLP as auditors for fiscal year ending December 31, 2026, and an advisory vote approving named executive officer compensation. George B. Kaiser, beneficial owner of 62.50% of outstanding shares, plans to vote all his shares in favor of the proposals. No financial performance metrics or period-over-period comparisons are detailed in the filing.

  • ·Record date for shareholders entitled to vote: March 9, 2026
  • ·Annual meeting: May 5, 2026, at 2:30 p.m. Central Time, virtual webcast at www.virtualshareholdermeeting.com/BOKF2026
  • ·Principal executive offices: Bank of Oklahoma Tower, One Williams Center, Tulsa, OK 74172
  • ·Annual Report to Shareholders for fiscal year ended December 31, 2025, enclosed with proxy materials
DARLING INGREDIENTS INC.DEF 14Aneutralmateriality 6/10

19-03-2026

Darling Ingredients Inc. (DAR) filed its DEF 14A Proxy Statement on March 19, 2026, for the fiscal year ended January 3, 2026, emphasizing commitments to human capital management, succession planning for CEO and executives, employee training programs, safety initiatives, and sustainability oversight by the Board and its sustainability committee. The document details board committees, including the Nominating and Corporate Governance Committee (chaired by Mr. Mize with members Adair, Barden, and Goodspeed), which met four times during the fiscal year and oversees director nominations and succession planning. No quantitative financial performance metrics or period-over-period changes are provided in the extracted content.

  • ·Board oversees sustainability via dedicated sustainability committee.
  • ·Company offers educational assistance program, employee referral incentives, and internship programs for talent retention.
TechnipFMC plcDEF 14Apositivemateriality 9/10

19-03-2026

TechnipFMC plc's DEF 14A Proxy Statement for the 2026 AGM on May 1, 2026, highlights strong 2025 performance with total inbound orders of $11.2B driving 15% YoY backlog growth to $16.6B, cash from operations up 84% to $1.8B, and free cash flow surging 113% to $1.4B. Shareholder distributions doubled to $1B, with $2B additional repurchases authorized and debt reduced by $455.2M while maintaining cash equivalents above $1B; Subsea orders reached $10.1B (meeting 3-year $30B target) and Surface Technologies $1.1B with international revenue at 65%. The proxy seeks approval for director elections (8/9 independent), say-on-pay, auditors, and incentive plan amendments.

  • ·Annual Meeting: May 1, 2026 at 4:00 p.m. London time, Hadrian House, Newcastle upon Tyne, UK; Record Date March 9, 2026; Voting deadline April 30, 2026 11:59 p.m. NY time
  • ·Pledge to return at least 70% of 2026 free cash flow to shareholders
  • ·Subsea achieved $30B inbound orders over 3 years ending 2025
  • ·Fifth consecutive year of Subsea services inbound growth
GEO GROUP INCDEF 14Aneutralmateriality 7/10

19-03-2026

GEO Group Inc's DEF 14A proxy statement, filed March 19, 2026, outlines corporate governance practices, board self-assessments, shareholder engagement, and auditor fees, which declined 7.4% to $3.38M in 2025 from $3.65M in 2024, driven by a 6.0% drop in audit fees and elimination of $77K in other fees, while tax fees increased 5.0%. The filing includes pay versus performance disclosures with adjustments for equity awards, pension costs, and other metrics for multiple Principal Executive Officers (PEOs) including George C. Zoley, Jose Gordo, Brian Evans, and David Donahue across 2021-2025. Grant Thornton LLP was reappointed as independent auditors for 2026.

  • ·All directors attended the 2025 annual shareholder meeting.
  • ·GEO engages annually with approximately two dozen institutional investors holding more than 50% of outstanding common stock.
  • ·Non-employee directors meet in executive session at least twice per year, presided by Lead Independent Director.
  • ·Pay versus performance disclosures cover 2021-2025 with multiple PEOs and Non-PEO NEOs, including equity award fair value changes, vesting adjustments, and defined benefit plan costs.
GABELLI EQUITY TRUST INCDEF 14Aneutralmateriality 6/10

19-03-2026

The Gabelli Equity Trust Inc. has filed a definitive proxy statement for its annual stockholder meeting on May 11, 2026, at 9:00 a.m. ET in Greenwich, CT, primarily to elect four directors: three (Laura Linehan, Anthonie C. van Ekris, Salvatore J. Zizza) by common and preferred stockholders voting together as a single class, and one (Frank J. Fahrenkopf, Jr.) by preferred stockholders as a separate class. The record date is March 12, 2026, with 311,196,702 common shares and approximately 14.1M total preferred shares outstanding across Series G, H, K, M, and Q. No financial performance metrics or period-over-period comparisons are provided in the filing.

  • ·Board consists of 12 Directors, 9 independent (not interested persons under 1940 Act).
  • ·Nominees to serve three-year terms until 2029 Annual Meeting.
  • ·Current Directors serving until 2028: Mario J. Gabelli, Leslie F. Foley, William F. Heitmann, Eileen Cheigh Nakamura.
  • ·Current Directors serving until 2027: Elizabeth C. Bogan, James P. Conn, Michael J. Ferrantino, Agnes Mullady.
  • ·Proxy materials mailing begins on or about April 1, 2026.
Gabelli Global Small & Mid Cap Value TrustDEF 14Aneutralmateriality 6/10

19-03-2026

The Gabelli Global Small & Mid Cap Value Trust (GGZ) has filed a definitive proxy statement (DEF 14A) for its Annual Meeting of Shareholders on May 11, 2026, at 8:45 a.m. ET, to elect three Trustees—Mario J. Gabelli, James P. Conn, and Salvatore J. Zizza—for terms expiring at the 2029 Annual Meeting. As of the record date March 12, 2026, 7,640,349 Common Shares and 4,000,000 5.20% Series E Cumulative Preferred Shares were outstanding, with GAMCO Investors, Inc. and affiliates holding 36.8% of Common Shares and 49.5% of Preferred Shares. No dividend arrearages on Preferred Shares were reported, and the Board consists of nine Trustees, with Common and Preferred shareholders voting together as a single class for these nominees.

  • ·Quorum requires holders of one-third of outstanding shares entitled to vote.
  • ·Preferred shareholders elect two Trustees separately (currently Frank J. Fahrenkopf, Jr. and John Birch).
  • ·No dividend arrearages on Preferred Shares as of proxy statement date.
  • ·Proxy solicitation costs borne by the Fund, with reimbursement to brokers.
GABELLI MULTIMEDIA TRUST INC.DEF 14Aneutralmateriality 5/10

19-03-2026

The Gabelli Multimedia Trust Inc. (GGT-PG) has filed a definitive proxy statement for its Annual Meeting of Stockholders on May 11, 2026, at 9:15 a.m. ET, to elect four directors—Frank J. Fahrenkopf, Jr., Werner J. Roeder, Salvatore J. Zizza, and Daniel E. Zucchi—for three-year terms ending at the 2029 annual meeting. Common and Preferred stockholders (Series E and G, both 5.125% Cumulative) vote together as a single class; as of the March 12, 2026 record date, 41,809,633 Common shares, 1,566,270 Series E Preferred shares, and 1,202,217 Series G Preferred shares were outstanding. No dividend arrearages exist on Preferred Stock.

  • ·Annual meeting location: Indian Harbor Yacht Club, 710 Steamboat Road, Greenwich, Connecticut, 06830
  • ·Notice of Internet Availability of Proxy Materials mailed on or about April 1, 2026
  • ·Fund's fiscal year ended December 31, 2025; annual report available upon request
  • ·Board divided into three classes with staggered three-year terms
  • ·No Preferred Stock dividend arrearages as of proxy statement date
BANCROFT FUND LTDDEF 14Aneutralmateriality 5/10

19-03-2026

Bancroft Fund Ltd. has issued a proxy statement for its Annual Meeting of Shareholders on May 11, 2026, at 8:00 a.m. ET, to elect four Trustees: three (Kinchen C. Bizzell, James P. Conn, Frank J. Fahrenkopf, Jr.) by common and preferred shareholders voting together as a single class, and one (Michael J. Melarkey) by preferred shareholders as a separate class. The record date is March 12, 2026, with 5,822,431 common shares and 1,098,623 preferred shares outstanding. Major shareholders owning 5% or more include Saba Capital Management, L.P. (6.2% of common shares), Ameriprise Financial Inc. (5.2% of common shares), and Americo Investment Advisors Inc. (5.5% of preferred shares).

  • ·Quorum requires holders of one-third of outstanding shares entitled to vote
  • ·Preferred shareholders elect one Trustee (Michael J. Melarkey) as a separate class; three others jointly with common shareholders
  • ·No dividend arrearages on Preferred Shares as of proxy date
  • ·Fiscal year ended September 30, 2025
  • ·Meeting location: Indian Harbor Yacht Club, 710 Steamboat Road, Greenwich, Connecticut, 06830
  • ·Proxy materials mailed on or about April 1, 2026
Corteva, Inc.DEF 14Apositivemateriality 8/10

19-03-2026

Corteva, Inc.'s DEF 14A proxy statement for the virtual Annual Stockholder Meeting on April 28, 2026, recommends electing 12 directors, including new nominees Jean-Marc Gilson and Christopher J. Policinski to replace retiring directors Lamberto Andreotti and Michael Johanns in preparation for a proposed separation, along with advisory votes on executive compensation and its frequency, and ratification of PricewaterhouseCoopers LLP as auditors for fiscal 2026. In 2025, the company achieved solid performance with margin growth from technologically advantaged products like EnlistTM E3 soybeans, volume gains in crop protection including double-digit growth in biologicals, and returned over $1.5B to stockholders via dividends and share repurchases. Corteva engaged in dialogue with stockholders representing approximately 48% of outstanding common stock on topics including business strategy, the proposed separation, governance, sustainability, and compensation.

  • ·Record date for stockholder meeting: March 9, 2026
  • ·Annual Meeting: April 28, 2026 at 8:00 a.m. Eastern Time, virtual at www.virtualshareholdermeeting.com/CTVA2026
  • ·Two directors retiring: Lamberto Andreotti and Michael Johanns
INDEPENDENCE REALTY TRUST, INC.DEF 14Aneutralmateriality 5/10

19-03-2026

Independence Realty Trust, Inc. (IRT) issued a proxy statement for its 2026 annual meeting, seeking stockholder approval for the election of nine incumbent directors for terms expiring in 2027, ratification of KPMG LLP as independent auditors for 2026, and advisory votes on executive compensation and the frequency of such votes (recommending every year). As of the March 16, 2026 record date, 235,647,309 common shares were outstanding and entitled to vote. No financial performance metrics or period-over-period comparisons are detailed in the filing.

  • ·Record date: close of business March 16, 2026
  • ·Proxy materials available/mailing date: on or about March 26, 2026
  • ·Director terms expire at 2027 annual meeting
  • ·Quorum requires majority of outstanding shares present in person or by proxy
  • ·Proposals 1, 3, and 4 are non-routine (no broker discretionary voting); Proposal 2 is routine
Leidos Holdings, Inc.DEF 14Aneutralmateriality 6/10

19-03-2026

Leidos Holdings, Inc. (LDOS) filed a DEF 14A Proxy Statement on March 19, 2026, disclosing executive compensation details, including pay versus performance metrics for Principal Executive Officers Roger Bell (2024-2025) and Christopher Krone (2021-2023), and Non-PEO Named Executive Officers such as Cage, Gruensfelder, Antal, Fautsch, Porter, Fasano, and Stevens. The filing covers equity awards granted, changes in fair value of unvested awards, vested awards, prior-year vested awards, forfeited awards, and dividend adjustments across fiscal years 2021 through 2025 (e.g., 2025: Jan 4, 2025 - Jan 2, 2026). No specific numerical compensation values or period-over-period changes are provided in the excerpt.

  • ·Fiscal periods referenced: 2025 (2025-01-04 to 2026-01-02), 2024 (2023-12-30 to 2025-01-03), 2023 (2022-12-31 to 2023-12-29), 2022 (2022-01-01 to 2022-12-30), 2021 (2021-01-02 to 2021-12-31)
GABELLI UTILITY TRUSTDEF 14Aneutralmateriality 5/10

19-03-2026

The Gabelli Utility Trust has issued a proxy statement for its annual shareholder meeting on May 11, 2026, to elect four trustees: three (Frank J. Fahrenkopf, Jr., Robert J. Morrissey, Salvatore J. Zizza) by common and preferred shareholders voting together, and one (John Birch) by preferred shareholders separately. As of the record date March 12, 2026, 89.6M common shares and 1.89M preferred shares were outstanding, with Americo Investment Advisors Inc. owning 14.8% of preferred shares (280,000 shares). Morrow Sodali LLC was retained for proxy solicitation at an estimated fee of $1,050 plus expenses; no dividend arrearages exist on preferred shares.

  • ·Meeting location: Indian Harbor Yacht Club, 710 Steamboat Road, Greenwich, Connecticut, 06830 at 9:45 a.m. ET.
  • ·Record date: Close of business on March 12, 2026.
  • ·Quorum requires holders of one-third of outstanding shares entitled to vote.
  • ·Board divided into three classes with staggered three-year terms; 10 of 12 Trustees are independent.
  • ·No persons known to own more than 5% of Common Shares.
Tronox Holdings plcDEF 14Amixedmateriality 8/10

19-03-2026

Tronox Holdings plc faces ongoing industry challenges including weak demand for TiO2 and zircon amid Chinese dumping, leading to plant shutdowns (Botlek), idlings (Fuzhou, Namakwa furnace), and a 60% quarterly dividend cut. However, the company achieved over $90M in annualized cost savings by end-2025 (targeting $125-175M by end-2026), completed key South African mining projects (Fairbreeze extension, Namakwa East OFS), issued a $400M senior secured bond, and advanced rare earth initiatives with a 5% stake in Lion Rock Minerals and up to $600M financing support letters. The proxy seeks approval for director elections, compensation votes, auditor ratification, and equity plan amendment at the April 28, 2026 AGM.

  • ·Record date: 5:00 p.m. EDT on March 3, 2026
  • ·AGM location: 6 Waterloo Place, St. James, SW1Y 4AN, London, UK
  • ·Say-on-Pay advisory votes approved at least 96% for last 7 years
  • ·Botlek pigment plant shutdown; Fuzhou pigment plant and one Namakwa smelter furnace idled
GAMCO Global Gold, Natural Resources & Income TrustDEF 14Aneutralmateriality 6/10

19-03-2026

The proxy statement solicits votes for the GAMCO Global Gold, Natural Resources & Income Trust annual shareholder meeting on May 11, 2026, to elect four trustees: three (Elizabeth C. Bogan, Frank J. Fahrenkopf, Jr., Salvatore J. Zizza) by common and preferred shareholders voting together as a single class, and one (Anthony S. Colavita) by preferred shareholders as a separate class. As of the March 12, 2026 record date, 156.2M common shares and 3.1M preferred shares were outstanding, with Americo Investment Advisors Inc. beneficially owning 15.5% of preferred shares. The board of 11 trustees (10 independent) nominated the candidates for three-year terms expiring in 2029.

  • ·Annual meeting location: Indian Harbor Yacht Club, 710 Steamboat Road, Greenwich, Connecticut, 06830 at 10:30 a.m. ET
  • ·Record date: March 12, 2026
  • ·Notice of Internet Availability mailed on or about April 1, 2026
  • ·Quorum requirement: one-third of outstanding shares entitled to vote (separate for preferred election)
  • ·Fiscal year ended December 31, 2025 (annual report available upon request)
Gabelli Healthcare & WellnessRx TrustDEF 14Aneutralmateriality 6/10

19-03-2026

The Gabelli Healthcare & WellnessRx Trust (GRX) issued a definitive proxy statement for its Annual Meeting of Shareholders on May 11, 2026, at 9:30 a.m. ET in Greenwich, CT, to elect four Trustees: three (Mario J. Gabelli, Agnes Mullady, Anthonie C. van Ekris) by common and preferred shareholders voting together, and one (Vincent D. Enright) by preferred shareholders separately. Record date is March 12, 2026, with 14,771,703 Common Shares, 3,985,014 Series E Preferred Shares, and 3,087,000 Series G Preferred Shares outstanding. No financial performance metrics are reported, with major ownership by Saba Capital (14.3% Common), SIT Investments (7.0% Common), and GAMCO affiliates (77.8% Preferred).

  • ·Meeting quorum requires holders of one-third of outstanding shares entitled to vote.
  • ·Proxy materials notice mailed on or about April 1, 2026.
  • ·Fund's fiscal year ended December 31, 2025; annual report available upon request.
  • ·Board has nine Trustees, seven independent (non-interested persons).
GDL FUNDDEF 14Aneutralmateriality 5/10

19-03-2026

The GDL Fund's definitive proxy statement (DEF 14A) solicits votes for its Annual Meeting of Shareholders on May 11, 2026, to elect two trustees: Colin J. Kilrain by common and preferred shareholders voting together as a single class, and James P. Conn by preferred shareholders as a separate class. As of the March 12, 2026 record date, 10,927,807 common shares and 1,637,200 preferred shares (972,000 Series E and 665,200 Series G) were outstanding, with no dividend arrearages on preferred shares. GAMCO Investors, Inc. and affiliates beneficially own 46.1% of common shares, while major preferred holders include Kenneth Edlow (33.6%) and Regina Pitaro (24.0%).

  • ·Quorum requires holders of one-third of outstanding shares entitled to vote; for preferred-elected trustee, one-third of outstanding preferred shares.
  • ·No dividend arrearages on preferred shares as of proxy statement date.
  • ·Fund has retained Morrow Sodali LLC for proxy solicitation at estimated $1,050 plus expenses.
  • ·Annual report for fiscal year ended December 31, 2025 available upon request.
  • ·Meeting may be adjourned if quorum not present; adjourned meeting not more than 130 days after record date.
GABELLI GLOBAL UTILITY & INCOME TRUSTDEF 14Aneutralmateriality 5/10

19-03-2026

The Gabelli Global Utility & Income Trust has filed a definitive proxy statement for its Annual Meeting of Shareholders on May 11, 2026, at 10:00 a.m. ET, to elect two Trustees: Salvatore J. Zizza by common and preferred shareholders voting together as a single class, and Leslie F. Foley by preferred shareholders as a separate class. The record date is March 12, 2026, with 5,990,356 Common Shares, 10,977 Series A Preferred Shares, and 484,590 Series B Preferred Shares outstanding; no dividend arrearages exist on Preferred Shares. GAMCO Investors, Inc. and affiliates beneficially own 9.5% of Common Shares.

  • ·Quorum requires holders of one-third of outstanding shares entitled to vote; separate one-third quorum for Preferred Shares Trustee election.
  • ·Board divided into three classes with staggered three-year terms; all nine Trustees are independent (non-interested persons).
  • ·No dividend arrearages on Preferred Shares; Preferred holders entitled to elect majority of Trustees if arrears persist for two years.
  • ·Proxy materials mailing begins on or about April 1, 2026; fiscal year ended December 31, 2025.
UNITED PARCEL SERVICE INCDEF 14Aneutralmateriality 7/10

19-03-2026

UPS filed its DEF 14A Proxy Statement on March 19, 2026, for the 2026 Annual Meeting of Shareowners, proposing the election of directors including Carol Tome, Brian Dykes, Nando Cesarone, Kate Gutmann, and Bala Subramanian (terms expiring May 9, 2025), an advisory vote on 2025 Named Executive Officer compensation, approval of the 2026 Omnibus Incentive Compensation Plan, ratification of auditors, and responses to shareowner proposals on Class A voting power reduction and community impact reporting. The Board Chair letter notes 2025 as a pivotal year marked by a strategic shift to reduce non-value volume from the largest customer to prioritize high-value growth capacity. No specific compensation amounts or period-over-period changes are detailed in the provided filing excerpt.

  • ·Proxy items include Proposal 5: Shareowner proposal to reduce Class A stock voting power from 10 to 1 vote per share.
  • ·Proposal 6: Shareowner proposal for independent evaluation of UPS operations' impacts on BIPOC and low-income communities.
  • ·Proposal 7: Shareowner proposal for report on aligning operations with carbon neutrality goal.
  • ·Compensation disclosures cover 2021-2025 periods for PEO and Non-PEO NEOs, including equity awards, pension changes, and pay versus performance.
RB GLOBAL INC.DEF 14Apositivemateriality 7/10

19-03-2026

RB Global, Inc. reported strong 2025 financial and operating results, including a 1% increase in Diluted Earnings Per Share and a ~14% rise in stock price, driven by market share gains in automotive and operational enhancements in construction/transportation sectors. On August 12, 2025, the company announced a realignment of its executive leadership and a new operating model to boost speed and customer experiences. The proxy statement outlines the virtual Annual and Special Meeting on April 30, 2026, to elect 10 directors, appoint Ernst & Young LLP as auditors, approve executive compensation on an advisory basis, and consider other governance matters.

  • ·Record date for voting: March 6, 2026
  • ·Proxy materials mailing began on or about March 19, 2026
  • ·Meeting voting deadline: April 28, 2026 at 11:00 a.m. CT
  • ·Financial statements for year ended December 31, 2025 to be presented
  • ·Proposals include setting Board size to 10 directors and empowering Board to determine director numbers within min/max
AMERICAN AXLE & MANUFACTURING HOLDINGS INCDEF 14Apositivemateriality 8/10

19-03-2026

Dauch Corporation (formerly American Axle & Manufacturing Holdings Inc., ticker AXL now DCH) completed its transformational acquisition of Dowlais Group plc in February 2026, reported strong 2025 performance with $5.8B in sales, $743M Adjusted EBITDA, and $412M operating cash flow, and secured new business awards including for Scout Motors' Traveler SUV/Terra truck and Dongfeng Mengshi. The Board added directors David B. Walker in August 2025 and Fiona MacAulay/Simon Mackenzie Smith post-acquisition, while William P. Miller will retire at the 2026 annual meeting. Shareholder engagement covered topics like executive compensation, business strategy, board structure, and sustainability amid navigating global trade shifts.

  • ·New business award for front electric drives, rear electric beam axles, and SmartBar to Scout Motors.
  • ·Start of delivery of front drive units to Dongfeng Mengshi for plug-in hybrid SUV.
  • ·Received Chery Auto’s Best Supplier Award of the Year 2025 and General Motors' Supplier Quality Excellence award.
  • ·10-K for year ended December 31, 2025 filed February 13, 2026.
  • ·2025 Sustainability Report to be released in spring 2026.
DOMINION ENERGY, INCDEF 14Apositivemateriality 8/10

19-03-2026

Dominion Energy's 2026 Proxy Statement seeks shareholder approval for the election of 11 directors, an advisory vote on executive compensation, ratification of the independent auditor, and three shareholder proposals on independent chair, ESG/DEI metrics in compensation, and additional engagement channels. It highlights strong 2025 performance with reported EPS of $3.45, operating EPS of $3.42, 13.9% total shareholder return, service to 4.1 million customers, record-low OSHA injury rate of 0.26, 5.4% weather-normal sales growth in Dominion Energy Virginia, 46% Scope 1 emissions reduction since 2005, and key project milestones like CVOW progress. Customer growth was modest at 1.4% for electric and 2.7% for gas in South Carolina.

  • ·30.7 GW of electric generating capacity.
  • ·10,800 miles of electric transmission lines.
  • ·80,400 miles of electric distribution lines.
  • ·~7.8 GW of solar generation in service or under development as of end of 2025.
  • ·~2.6 GW expected from CVOW project.
  • ·33+ GW of new generation investment expected in Virginia over next 20 years.
  • ·2,700 miles of outage-prone distribution lines placed underground from 2014-2025.
  • ·256 MW of new solar brought online in 2025.
  • ·11 data centers connected with 744 MW capacity; 48 GW in various stages of contracting as of Dec 2025.
  • ·20-year license extension for V.C. Summer nuclear until 2062.
BORGWARNER INCDEF 14Apositivemateriality 9/10

19-03-2026

BorgWarner Inc. generated approximately $14.3B in sales for 2025 and returned $627M to stockholders through dividends and share repurchases, while increasing its quarterly dividend by 55% from $0.11 to $0.17 per share amid challenges like EV adoption volatility, tariffs, and macroeconomic uncertainty. The company maintained strong margin performance through eProduct growth and cost management. This proxy statement solicits votes for electing eight directors (seven independent), advisory approval of NEO compensation, ratification of PwC as auditor, approval of the amended 2023 Stock Incentive Plan, and opposes a stockholder proposal on action by written consent.

  • ·Annual Meeting scheduled for April 29, 2026, at 9:00 a.m. local time at 3850 Hamlin Road, Auburn Hills, Michigan 48326
  • ·Record date for voting: March 3, 2026
  • ·Board nominees: 8 total, 7 independent, average age around 62, diverse skills in auto, tech, finance
  • ·Corporate governance highlights: Independent Board Chair, majority voting for directors, stockholder rights including special meetings (20%) and written consent (10%)
  • ·Board recommends FOR proposals 1-4, AGAINST stockholder proposal 5 on action by written consent
V2X, Inc.DEF 14Aneutralmateriality 6/10

19-03-2026

V2X, Inc. filed its DEF 14A Proxy Statement dated March 19, 2026, for the virtual 2026 Annual Meeting on May 7, 2026, seeking shareholder approval to elect three Class III Directors, ratify RSM US LLP as independent auditors for fiscal year 2026, and provide an advisory vote approving 2025 named executive officer compensation. The proxy highlights sustainability progress, including Scope 2 GHG emissions verification, diversion of over 13,500 pounds of waste from landfills, and advancements toward ISO 14001, 45001, and 27001 certifications, with no reported declines or flat metrics. As of December 31, 2025, the company operates in 349 locations across 49 countries with approximately 16,200 employees.

  • ·Record date for voting eligibility: March 11, 2026
  • ·Notice of Internet Availability mailed on or about March 19, 2026
  • ·No longer a 'controlled company' under NYSE rules; majority independent Board and fully independent committees
FIRST BANCORP /NC/DEF 14Aneutralmateriality 6/10

19-03-2026

First Bancorp (FBNC) filed its definitive proxy statement (DEF 14A) on March 19, 2026, for the annual shareholder meeting on April 28, 2026, seeking votes to elect 11 directors to serve until 2027, ratify Crowe LLP as independent auditors for 2026, and approve named executive officer compensation on a non-binding advisory 'Say on Pay' basis. As of the March 6, 2026 record date, 41,429,641 shares of common stock were outstanding, with a quorum requiring a majority. Proxy materials, including the 2025 Form 10-K, are available at www.proxyvote.com.

  • ·Annual meeting location: 9:00 a.m. ET, 3620 Six Forks Road, Raleigh, North Carolina 27609
  • ·Voting standards: Majority of votes cast for directors (plurality if contested), auditors, and Say on Pay; cumulative voting possible if notice given
  • ·Proxy solicitation cost borne by company; no additional employee compensation
Chord Energy CorpDEF 14Apositivemateriality 7/10

19-03-2026

Chord Energy Corp's DEF 14A proxy statement for the 2026 annual meeting highlights 2025 as an exceptional year, with higher production achieved using lower capital, improved cost structure, stronger margins, enhanced capital efficiency, and higher free cash flow despite declining oil prices. The company exceeded expectations by converting approximately 80% of its inventory to long laterals ahead of schedule, improving safety metrics, reducing emissions intensity, and deploying AI tools for operational enhancements. Management underscores robust governance, stakeholder relationships, and positioning for sustained resilience with a scaled, low-decline asset base in the Williston Basin.

  • ·Operations focused in Williston Basin
  • ·References Pay vs. Performance disclosures for PEO (Brown) and Non-PEO NEOs across 2021-2025

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