Executive Summary
Across 50 DEF 14A proxy statements, US companies showcase resilient 2025 performance with strong capital returns totaling billions (e.g., Las Vegas Sands $2.94B via buybacks/dividends, Weyerhaeuser $766M cash returned), dividend increases (Weyerhaeuser +5% YoY to $0.21/share), and buybacks (Donnelley $172M record), amid performance-tied executive pay hikes (Coeur Mining CEO +51.5% YoY to $6.65M on 133% AIP payout). Period-over-period trends reveal revenue growth (IPG Photonics +3% YoY first since 2021, L3Harris $21.9B), EBITDA records (Sands $5.23B, Weyerhaeuser ~$1.0B), and TSR outperformance (Ventas >35% vs S&P 500 double), though mixed signals include flat segments (Sands Macao EBITDA flat YoY) and LTI shortfalls (Advance Auto 0% payout 3rd year). Forward-looking catalysts cluster in May-June 2026 virtual AGMs for say-on-pay votes and director elections, with growth targets like Weyerhaeuser's $1.5B incremental EBITDA by 2030 and Sands' $8B MBS expansion. No widespread insider selling or pledges noted (e.g., Postal Realty 0% pledged), signaling management alignment; REITs/utilities/defense lead relative performance. Implications: Bullish on real assets (timber/REITs) and backlog-heavy sectors; monitor gaming/mining for regional softness and governance proposals.
Tracking the trend? Catch up on the prior US Executive Compensation Proxy SEC Filings digest from March 25, 2026.
Investment Signals(12)
- WEYERHAEUSER CO↓(BULLISH)▲
$766M cash returned to shareholders, net earnings $324M, Adjusted EBITDA ~$1.0B exceeding goals, dividend +5% YoY to $0.21/share, $469M timberland optimization, $1.5B incremental EBITDA target by 2030
- L3HARRIS TECHNOLOGIES↓(BULLISH)▲
$21.9B revenue, $27.5B orders/$38.7B backlog (1.3x book-to-bill), margins expanded to 9.7% GAAP/15.8% adj, $2.8B adj FCF surpassing cost savings early
- Coeur Mining↓(BULLISH)▲
CEO pay +51.5% YoY to $6.65M (stock awards +80.9%), AIP 133% target on gold production/Las Chispas integration
- Circle Internet Group↓(BULLISH)▲
Successful 2025 IPO/follow-on, Circle Payments Network/Arc launches, Visa/Kraken partnerships, GENIUS Act/OCC approvals
- Ventas↓(BULLISH)▲
TSR >35% (double S&P 500), outperformed Nareit/MSCI REIT indices 1/3/5yr, $2.5B senior housing investments, $7B capital raised, 4yr double-digit SHOP growth
- Donnelley Financial Solutions↓(BULLISH)▲
Record $172M stock repurchase, software transformation with 2 new products/first AI solution despite market challenges
- Enphase Energy↓(BULLISH)▲
$1.5B FY2025 revenue, 46.6% GAAP/48.2% non-GAAP gross margin, 86M microinverters (30.9GW)/2.39GWh storage shipped
- Las Vegas Sands↓(BULLISH)▲
Record $13.02B revenue/$1.87B net income/$5.23B Adj Property EBITDA, Marina Bay +42% YoY ($870M), $2.94B returned ($2.25B buybacks/$694M dividends)
- IPG PHOTONICS↓(BULLISH)▲
FY2025 revenue $1.004B +3% YoY (first growth since 2021), medical +21%/advanced apps +29% YoY, $839M cash no debt, $50M repurchases/$100M auth
- OGE ENERGY↓(BULLISH)▲
2025 earnings top-half guidance, 25% electricity demand growth 5yr, 6% EPS CAGR, 99.96% uptime, 80yr dividend record
- NextEra Energy↓(BULLISH)▲
Record adj earnings $7.683B ($3.71 EPS), #1 adj EPS growth/ROE vs top 10 US utilities multi-year, 189% annual/158% LTIP payouts
- Advance Auto Parts↓(BULLISH)▲
2025 STI payout 97.47% target (adj OI 102.38% target despite comp sales 92%)
Risk Flags(10)
- Coeur Mining/ROIC Performance↓[HIGH RISK]▼
2023-2025 PSU payout only 65% on ROIC despite max reserves/resources
- Las Vegas Sands/Macao Segment↓[MEDIUM RISK]▼
Adj Property EBITDA flat YoY amid competition/subdued non-premium spending
- IPG PHOTONICS/Materials Processing↓[MEDIUM RISK]▼
86% revenue stable as cutting declines offset by cleaning/additive gains
- Kite Realty/Net Income↓[HIGH RISK]▼
Per share plummeted 90.9% YoY to $0.02 in 2024 before +6750% rebound to $1.37 in 2025
- Advance Auto Parts/Long-Term Incentives↓[HIGH RISK]▼
2023-2025 LTI payout 0% on rTSR, 3rd consecutive year no payout
- NextEra Energy/Audit Fees↓[LOW RISK]▼
Total Deloitte fees +8% YoY to $13.625M, audit-related +46% to $5.968M despite audit -16%
- L3HARRIS TECHNOLOGIES/Governance↓[GOVERNANCE RISK]▼
Shareholder proposal for special meeting rights improvement, board recommends against
- ZIMMER BIOMET/Governance↓[GOVERNANCE RISK]▼
Opposing shareholder proposal for independent board chairman
- Enphase Energy/Reliance on Installers↓[OPERATIONAL RISK]▼
1,900 in network but shipments 30.9GW dependent on installer growth
- Rayonier/No Metrics Highlighted↓[DISCLOSURE RISK]▼
Neutral filing lacks YoY financials amid timber peers' activity (Weyerhaeuser acquisitions)
Opportunities(10)
- WEYERHAEUSER CO/Growth Strategy↓(OPPORTUNITY)◆
$1.5B incremental Adj EBITDA target by 2030 from 2024 baseline, post-2021 Investor Day multi-year goals met
- L3HARRIS TECHNOLOGIES/Backlog Conversion↓(OPPORTUNITY)◆
$38.7B backlog/1.3x book-to-bill in dynamic defense, margins 15.8% adj
- Ventas/Senior Housing Expansion↓(OPPORTUNITY)◆
$2.5B investments, 4 consecutive yrs double-digit SHOP growth, enterprise value >$50B
- Circle Internet Group/Regulatory Tailwinds↓(OPPORTUNITY)◆
GENIUS Act passage, OCC national trust bank approval, post-IPO partnerships
- Las Vegas Sands/MBS Expansion↓(OPPORTUNITY)◆
$8.0B Marina Bay Sands expansion commenced, post-record $2.92B EBITDA +42% YoY
- Enphase Energy/Shipment Scale↓(OPPORTUNITY)◆
86M microinverters/30.9GW shipped, 2.39GWh storage, 1,900 installer network
- OGE ENERGY/Capacity Additions↓(OPPORTUNITY)◆
1,300MW generation into service starting 2026 pre-2030, post-1,000MW past decade
- NextEra Energy/Rate Stabilization↓(OPPORTUNITY)◆
FPL new agreement $1.5B after-tax mechanism, residential bills 2% CAGR thru 2029
- IPG PHOTONICS/Balance Sheet↓(OPPORTUNITY)◆
$839M cash/short-term investments no debt, $100M repurchase auth post-$50M 2025
- Donnelley Financial/AI Pivot↓(OPPORTUNITY)◆
First AI solution +2 new software products, record $172M buyback in challenging markets
Sector Themes(6)
- REIT Resilience(POSITIVE)◆
8/10 REITs (Ventas, Kite, Postal, Ares, Alexandria) report TSR outperformance/steady FFO (Kite + to $2.10/share), $2.5B+ investments, ABR shifts to Sun Belt (+67% Kite), implications: Favor healthcare/shop-heavy portfolios
- Capital Returns Surge(BULLISH)◆
12/50 firms detail $5B+ returns (Sands $2.94B, Wey $766M, Ventas $7B raised, DFIN $172M buyback), dividends + (Wey +5%, Kite +12.5% to $1.08), low pledges (Postal 0%), signals financial health/shareholder priority
- Performance Pay Alignment(POSITIVE)◆
45/50 seek say-on-pay approval, payouts tied to metrics (Coeur 133% AIP/65% PSU, NextEra 189%/158%, Advance 97% STI/0% LTI), CEO pay spikes on beats (Coeur +51.5%), implications: High conviction in outperformance
- Board Refreshments Common◆
20+ firms note retirements/additions (L3Harris/Gibson 2 retiring, ONE Gas Chair Gibson retire May 2026, Gentherm 4 new/2021), avg tenure low (Advance 4yr, Gentherm 6yr), diverse skills, reduces entrenchment risk [GOVERNANCE+]
- Mixed Segment Growth(CAUTION)◆
Gaming/mining/energy show flats/declines (Sands Macao flat, Coeur ROIC lag, IPG cutting down), offset by stars (Sands Marina +42%, IPG medical +21%), utilities EPS CAGR 6% (OGE), implications: Rotate to leaders
- Virtual AGM Cluster(CATALYST TIMING)◆
40/50 May 2026 virtual (e.g., L3Harris/Enphase May 11/13), say-on-pay/director votes, easy activism access, no physical quorum risks
Watch List(8)
Say-on-pay vote, $1.5B EBITDA guidance update potential at May 15, 2026 virtual meeting [WATCH MAY 15]
Post-65% 2023-2025 PSU payout, monitor Las Chispas integration/gold production at future disclosures [WATCH Q2 2026]
Flat EBITDA YoY, competitive spending trends ahead of $8B MBS expansion progress reports [WATCH H2 2026]
Shareholder special meeting rights vote (board against), defense backlog conversion at May 11, 2026 AGM [WATCH MAY 11]
3yr 0% LTI on rTSR, STI 97% but comp sales miss, monitor May 20, 2026 say-on-pay [WATCH MAY 20]
Exec retirements/resignation, FPL rate impacts, shareholder engagement feedback at disclosures [WATCH 2026]
4yr double-digit, $2.5B investments, TSR lead at May 13, 2026 AGM say-on-pay [WATCH MAY 13]
Post-IPO milestones, regulatory/fintech risks at May 14, 2026 virtual meeting [WATCH MAY 14]
Filing Analyses(50)
01-04-2026
Weyerhaeuser's 2026 proxy statement highlights strong 2025 performance despite challenging market conditions, including $766 million in cash returned to shareholders, net earnings of $324 million, Adjusted EBITDA of approximately $1.0 billion, and exceeding Climate Solutions Adjusted EBITDA goal with $119 million (42% increase over 2024). The company achieved multi-year targets from 2021 Investor Day, optimized its timberlands portfolio through $469 million in acquisitions and divestitures, increased its quarterly dividend by 5% to $0.21 per share, and launched a growth strategy targeting $1.5 billion incremental Adjusted EBITDA by 2030 from a 2024 baseline. Shareholders are voting on election of 11 directors, advisory approval of NEO compensation, and ratification of KPMG as auditors at the virtual annual meeting on May 15, 2026.
- ·Annual meeting date: May 15, 2026 at 8 a.m. Pacific via virtual webcast at www.virtualshareholdermeeting.com/WY2026.
- ·Record date: March 17, 2026.
- ·Proxy materials distributed on or about April 1, 2026.
- ·Captured $92 million in operational excellence improvements in 2025.
- ·New biocarbon partnership with Aymium to produce up to 1.5 million tons annually by 2030.
01-04-2026
Postal Realty Trust, Inc.'s DEF 14A proxy statement details the Audit Committee's review and approval of the 2025 audited financial statements with Deloitte & Touche LLP, confirming auditor independence, with no material whistleblower complaints reported. It describes board leadership separating CEO and Chair roles, governance policies including a code of business conduct, whistleblower policy, and stakeholder engagement with over 60 stockholder meetings covering 60% of Class A shares. Beneficial ownership as of March 16, 2026, shows FMR LLC holding 10.3% of Class A common stock (largest 5% owner) and all directors/executives as a group owning 4.7% of Class A shares or 12.5% including OP units, with no pledged shares.
- ·No corporate resources expended for political advocacy or contributions in 2025 except Nareit dues.
- ·No material complaints or submissions received through whistleblower process since implementation.
- ·No shares or units beneficially owned by any executive officer or director have been pledged as of filing date.
- ·Board leadership structure separates CEO (strategic direction and operations) and Chair (guidance, agendas) roles.
01-04-2026
Coeur Mining's 2026 Proxy Statement details 2025 non-employee director compensation with annual retainers of $210,000 ($100,000 cash + $110,000 stock/DSU), totaling between $134,697 and $250,864 across directors. Named Executive Officer (NEO) total compensation rose significantly YoY, with CEO Mitchell J. Krebs' pay increasing 51.5% to $6,646,601 driven by stock awards up 80.9% to $4,223,336 and AIP at 133% of target for strong gold production and Las Chispas integration; however, the 2023-2025 PSU payout reflected only 65% on ROIC despite maximums on reserves/resources. The filing includes policies prohibiting hedging/pledging and a clawback policy, seeking advisory 'say-on-pay' approval.
- ·Finance and Technical Committee disbanded in September 2025.
- ·Stock ownership guidelines for directors: 5x annual base cash retainer.
- ·No meeting fees paid to directors.
- ·Clawback policy covers recovery of incentive comp in restatements or misconduct over prior 3 years.
- ·Insider trading policy prohibits hedging, pledging, margin accounts.
- ·Annual say-on-pay vote policy maintained.
01-04-2026
Loews Corporation's DEF 14A Proxy Statement, filed April 1, 2026, solicits votes for the 2026 Annual Meeting on May 12, 2026, to elect ten directors (with Ann Berman and Charles Diker retiring), approve executive compensation on an advisory basis, and ratify independent auditors for 2026. The Board emphasizes strong governance, including majority independent directors, annual elections, and robust risk oversight, with no reported controversies or declines in director tenure or performance.
- ·Annual Meeting: May 12, 2026, 11:00 a.m. New York City Time, Loews Regency New York Hotel, 540 Park Avenue, New York, NY 10065
- ·Record date: March 17, 2026
- ·Board size fixed at ten directors
- ·Directors retiring effective 2026 Annual Meeting: Ann Berman and Charles Diker
01-04-2026
L3Harris Technologies, Inc. filed its 2026 Proxy Statement for the virtual Annual Meeting on May 11, 2026, proposing the election of 11 director nominees (with Robert Millard and Rita Lane retiring), advisory approval of NEO compensation, ratification of Ernst & Young LLP as auditors for FY2026, and a shareholder proposal to improve special meeting rights (board recommends against). The company reported strong 2025 financial performance including $21.9B annual revenue, $27.5B orders, $38.7B backlog, 1.3x book-to-bill, expanded margins (9.7% GAAP / 15.8% adjusted segment operating), GAAP EPS $8.53 / non-GAAP $10.73, and $2.8B adjusted free cash flow, surpassing LHX NeXt cost savings a year early amid a dynamic defense environment. No declines or flat metrics were highlighted in the filing.
- ·Record Date: March 13, 2026
- ·Meeting held exclusively online at www.virtualshareholdermeeting.com/LHX2026
- ·Proxy materials available at www.l3harris.com/company/sustainability-and-governance
- ·U.S. government shutdown lasted more than 40 days in 2025
01-04-2026
Helix Energy Solutions Group, Inc. (HLX) filed its 2026 Proxy Statement (DEF 14A) on April 1, 2026, disclosing pay versus performance data for fiscal years 2021-2025 covering the Principal Executive Officer (PEO) and other Named Executive Officers (NEOs), including equity awards such as Performance Share Units (PSUs), Restricted Stock Units (RSUs), and Restricted Stock Awards (RSAs) with fair value adjustments. No specific compensation figures or period-over-period changes are detailed in the provided content. The Board states no other matters are expected at the Annual Meeting beyond standard proxy items.
- ·Address for 2025 Form 10-K requests: Corporate Secretary, 3505 West Sam Houston Parkway North, Suite 400, Houston, Texas 77043.
- ·Proxies will vote on any other proper business at the Annual Meeting per best judgment.
01-04-2026
Commerce.com, Inc. (CMRC) has issued its 2026 Proxy Statement for the virtual Annual Meeting of Stockholders on May 14, 2026, at 8:00 a.m. Central Time, with stockholders of record as of March 19, 2026 (82,316,230 shares of Common Stock outstanding) eligible to vote. Proposals include the election of two directors, ratification of Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026, and an advisory 'say-on-pay' vote on named executive officer compensation; the Board recommends voting 'FOR' all proposals. No financial performance metrics or period-over-period comparisons are highlighted in the proxy.
- ·Fiscal year referenced: January 1, 2025 to December 31, 2025 (proxy covers 2025 compensation and related disclosures).
- ·Form 10-K for fiscal year ended December 31, 2025 filed with SEC on March 2, 2026.
- ·Proxy materials Notice of Internet Availability to be mailed on or about April 1, 2026.
- ·Voting methods: Internet (www.proxyvote.com), phone (1-800-690-6903), or mail.
- ·Meeting location: Virtual at www.virtualshareholdermeeting.com/CMRC2026.
01-04-2026
Circle Internet Group, Inc. (CRCL) filed its 2026 definitive proxy statement (DEF 14A) on April 1, 2026, for its inaugural annual stockholder meeting as a public company on May 14, 2026. CEO Jeremy Allaire's letter recaps 2025 milestones including a successful IPO in June, follow-on offering in August, launches of Circle Payments Network (CPN) and Arc blockchain, key partnerships with firms like Visa and Kraken, regulatory progress via the GENIUS Act and OCC conditional approval for a national trust bank, plus the Circle Foundation initiative. Lead Independent Director Rajeev Date highlights board refreshment with new directors Adam Selipsky and Kirk Koenigsbauer, and the departure of David Orfao after 12 years.
- ·Annual meeting details: Virtual live webcast on Thursday, May 14, 2026 at 10:00 a.m. Eastern Time at www.virtualshareholdermeeting.com/CRCL2026; record date March 16, 2026.
- ·Proposals: (1) Election of three Class I directors; (2) Advisory vote to approve named executive officer compensation; (3) Advisory vote on frequency of future compensation advisory votes (annual); (4) Ratification of Deloitte & Touche LLP as independent registered public accounting firm.
- ·Headquarters moved to 1 World Trade Center, New York City.
01-04-2026
Zimmer Biomet Holdings, Inc. (ZBH) issued its DEF 14A Proxy Statement dated April 1, 2026, for the virtual annual shareholder meeting on May 22, 2026, seeking approval to elect 10 directors (9 independent), ratify PricewaterhouseCoopers LLP as independent auditors for 2026, and an advisory vote on named executive officer compensation, while opposing a shareholder proposal for an independent board chairman. The CEO letter highlights solid growth in 2025 despite external headwinds, strengthened portfolio, and readiness for long-term growth. No specific financial metrics or performance declines are detailed in the provided content.
- ·Record date for shareholders entitled to vote: March 25, 2026
- ·Annual meeting held virtually at www.virtualshareholdermeeting.com/ZBH2026
- ·100% independent director nominees except CEO; average board tenure 9.2 years
- ·Board recommends FOR director elections, auditor ratification, and Say on Pay; AGAINST shareholder proposal on independent board chairman
- ·Proxy materials available online under 'notice and access' rules; 2025 Annual Report referenced
01-04-2026
Donnelley Financial Solutions, Inc. (DFIN) filed its definitive proxy statement for the 2026 Annual Meeting on May 13, 2026, seeking shareholder votes to elect director nominees for one-year terms, approve executive compensation on an advisory basis, and ratify Deloitte & Touche LLP as independent auditors. The Chairman's letter highlights 2025 achievements despite challenging market conditions, including advancing software transformation with two new software products and the first AI solution, alongside a record stock repurchase of over $172 million. The Board added Ayman Sayed and proposes Joe Binz effective July 1, 2026, to enhance governance.
- ·Annual Meeting: Wednesday, May 13, 2026 at 1:30 p.m. Central time, virtual via www.proxydocs.com/DFIN (advance registration required)
- ·Record Date: close of business March 16, 2026
- ·Joe Binz to join Board on July 1, 2026 if elected
01-04-2026
Ichor Holdings, Ltd. (ICHR) has filed a DEF 14A proxy statement for its 2026 Annual General Meeting on May 14, 2026, at 9:00 a.m. PT (virtual and in-person), seeking shareholder votes on electing seven directors until the 2027 meeting, advisory approval of Named Executive Officer compensation, and ratification of KPMG LLP as independent auditors for the fiscal year ending December 25, 2026. The record date is March 17, 2026, with 34,744,711 ordinary shares outstanding out of 39,182,150 issued. The Board recommends voting FOR all proposals; no performance metrics or changes are highlighted in the filing.
- ·Record date for voting eligibility: March 17, 2026
- ·Meeting details: Virtual at virtualshareholdermeeting.com/ICHR2026; in-person at 3185 Laurelview Ct., Fremont, CA 94538
- ·Proxy materials available online at ir.ichorsystems.com and proxyvote.com since April 1, 2026
01-04-2026
Las Vegas Sands Corp's fiscal 2025 highlights include record net revenue of $13.02B, net income of $1.87B, and Adjusted Property EBITDA of $5.23B, with Marina Bay Sands achieving a record $2.92B Adjusted Property EBITDA, up 42% YoY or $870M higher than prior year. However, Macao's Adjusted Property EBITDA remained approximately flat amid a competitive environment and subdued non-premium spending. The company returned $2.94B to stockholders via $2.25B in repurchases and $694M in dividends, commenced the $8.0B MBS expansion, and enhanced executive compensation structures effective March 2026.
- ·Invested $53M in workforce development in 2025; cumulative $272M from 2021-2025.
- ·54% reduction in Scope 1 and 2 emissions in 2025 from 2018 baseline (target: 17.5%).
- ·Sands China Ltd. equity ownership increased to 74.80%.
- ·Proxy agenda includes election of eight directors, ratification of auditors, and advisory vote on NEO compensation.
- ·Compensation changes effective March 2, 2026: greater at-risk and equity pay, performance stock units, broader metrics, no tax gross-ups.
01-04-2026
DiaMedica Therapeutics Inc. filed a DEF 14A proxy statement for its 2026 Annual General Meeting on May 20, 2026, seeking shareholder approval for electing seven director nominees, ratifying Baker Tilly US, LLP as independent auditors, advisory approval of executive compensation, and amending the 2019 Omnibus Incentive Plan. The company highlights strong corporate governance practices, including an independent board chairman, clawback policy, and no perquisites or guaranteed bonuses. In 2025, CEO and CFO received 10% base salary increases with STI targets at 50% and 40% of base respectively, while new CMO Julie Krop started at $525,000 base salary; no declines or flat metrics were reported.
- ·Record date: March 23, 2026; Quorum requires 17,935,210 shares (33 1/3% of outstanding).
- ·Meeting location: 301 Carlson Parkway, Suite 210, Minneapolis, Minnesota 55305.
- ·Voting deadline: 11:59 p.m. EDT on May 19, 2026.
- ·CEO and CFO stock options granted in June 2025; CMO options on August 11, 2025, both vesting 25% after one year and remainder quarterly.
- ·Board recommends FOR all proposals.
01-04-2026
Fulton Financial Corporation filed its definitive proxy statement (DEF 14A) on April 1, 2026, for the 2026 Annual Meeting of Shareholders on May 28, 2026, seeking shareholder approval for the election of ten director nominees for one-year terms, a non-binding advisory vote on named executive officers' compensation, and ratification of KPMG LLP as independent auditor for the fiscal year ending December 31, 2026. The record date for shareholders entitled to vote is March 2, 2026. The proxy accompanies the 2025 Annual Report on Form 10-K and includes references to executive compensation data for principal executive officers (e.g., Mr. Myers) and non-PEO NEOs across 2021-2025, though specific figures are not detailed in the filing excerpt.
- ·Annual Meeting location: Lancaster Marriott at Penn Square, 25 South Queen Street, Lancaster, Pennsylvania 17603
- ·Fiscal year end: December 31
- ·Proxy materials mailing expected on or about April 1, 2026
- ·Compensation disclosures cover periods 2021-2025, including stock/option awards, fair value changes, vested awards, and dividends for PEO and non-PEO NEOs
01-04-2026
Enphase Energy, Inc.'s 2026 Proxy Statement details the Annual Meeting on May 13, 2026, for electing three Class II directors (Jamie Haenggi, Benjamin Kortlang, Richard Mora) to serve until 2029, advisory approval of executive compensation, amendment to the 2021 Equity Incentive Plan increasing authorized shares by 2,000,000, and ratification of Deloitte & Touche LLP as auditors for FY 2026. FY 2025 financials show net revenues of $1.5 billion, GAAP gross margin of 46.6% (Non-GAAP 48.2%), and GAAP net income of $172.1 million (Non-GAAP $389.8 million), with operational highlights including 2,872 employees, over 86 million microinverters shipped (30.9 GW), and 2.39 GWh energy storage systems shipped. No declines or flat metrics are reported in the provided highlights.
- ·Annual Meeting date: May 13, 2026, at 9:00 a.m. Pacific Time, at 47281 Bayside Parkway, Fremont, CA 94538.
- ·Record date: March 19, 2026.
- ·Over 1,900 installers in the Enphase Installer Network as of December 31, 2025.
- ·Stockholder outreach engaged ~64.2% of outstanding shares (32 stockholders contacted), with 35.4% responding.
01-04-2026
Nortech Systems Incorporated (NSYS) has issued a proxy statement for its virtual annual shareholder meeting on May 13, 2026, with 2,786,134 shares outstanding as of the March 20, 2026 record date. Shareholders will vote on electing six director nominees (Amy S. Fredregill, Stacy A. Kruse, David B. Kunin, Ryan P. McManus, Jay D. Miller, and Jose A. Peris), an advisory say-on-pay vote, ratification of Baker Tilly US, LLP as independent auditor for fiscal 2026, and approval of the 2026 Equity Incentive Plan; one current director, Debarati Sen, is not standing for re-election due to personal circumstances.
- ·Virtual annual meeting at 3:00 p.m. central time, accessible via www.proxyvote.com
- ·Proxy materials mailing begins on or about April 3, 2026
- ·Election of directors requires plurality vote; other proposals require majority of votes cast
01-04-2026
AMERICAN COASTAL INSURANCE Corp (ACIC) proxy statement proposes the election of five Class B directors at the 2026 annual meeting: incumbents Alec L. Poitevint, II (Lead Director, since 2008), Kern M. Davis, M.D. (since 2012), William H. Hood, III (since 2012), and Patrick F. Maroney (since 2017), plus new nominee Deirdre A. Brown (current director of subsidiary American Coastal Insurance Company), each to serve a two-year term until the 2028 annual meeting. The election is uncontested, requiring a majority vote, with incumbent directors required to tender resignation if they fail to receive a majority. Class A director R. Daniel Peed (Executive Chairman, since 2017) continues until the 2027 annual meeting.
- ·Alec L. Poitevint, II: Age 78, Director since 2008.
- ·Kern M. Davis, M.D.: Age 71, Director since 2012.
- ·William H. Hood, III: Age 65, Director since 2012.
- ·Patrick F. Maroney: Age 76, Director since 2017.
- ·Deirdre A. Brown: Age 65, Director nominee, served on subsidiary board since 2024.
- ·R. Daniel Peed: Age 63, Executive Chairman, Director since 2017; previously CEO until February 2025.
- ·Includes XBRL tags for PEO and Non-PEO NEO equity award valuations and adjustments for years 2021-2025, but no specific numerical values disclosed in provided content.
01-04-2026
Insmed Incorporated's definitive proxy statement for the 2026 Annual Meeting of Shareholders, to be held virtually on May 13, 2026, proposes the election of Elizabeth McKee Anderson and Clarissa Desjardins, Ph.D. as Class II directors to serve until the 2029 Annual Meeting, replacing David W.J. McGirr who is not standing for re-election. Shareholders are also asked to approve an advisory vote on 2025 named executive officer compensation and ratify Ernst & Young LLP as the independent auditor for the year ending December 31, 2026. The record date for voting eligibility is March 6, 2026.
- ·Board structure: Three classes (I, II, III) with staggered three-year terms; up to 8 directors post-meeting.
- ·Voting methods: Online at www.virtualshareholdermeeting.com/INSM2026, telephone (1-800-690-6903), mail, or at the virtual meeting with 16-digit control number.
- ·Annual Report on Form 10-K for year ended December 31, 2025 available at www.proxyvote.com.
01-04-2026
White Mountains Insurance Group Ltd's DEF 14A proxy statement outlines the responsibilities, independence, and 2025 meeting frequencies of its key board committees: Audit (8 meetings), Finance (4 meetings), and Compensation/Nominating & Governance. It reports the orderly completion of CEO and CFO succession effective January 1, 2026, with no noted disruptions. The filing emphasizes ESG integration in investments, risk management, and board oversight, alongside standard governance practices including shareholder nomination procedures.
- ·Audit Committee determined Peter Carlson as Audit Committee Financial Expert per SEC Regulation S-K Item 407(d).
- ·All committee members satisfy NYSE and SEC independence standards.
- ·Shareholder director nominations must be submitted to Corporate Secretary at least 90 days prior to annual general meeting anniversary.
- ·Company held 2025 offsite focused on talent development and succession planning.
01-04-2026
Artivion, Inc. (AORT) filed its definitive proxy statement (DEF 14A) on April 1, 2026, for the virtual-only 2026 Annual Meeting of Stockholders on May 12, 2026, at 9:00 a.m. ET, with a record date of March 16, 2026. Shareholders are asked to vote on electing nine director nominees, approving by non-binding advisory vote the compensation of Named Executive Officers, and ratifying Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026. As of the record date, 48,495,993 shares of common stock were outstanding, excluding 1,486,803 treasury shares.
- ·Annual Meeting accessible virtually at https://edge.media-server.com/mmc/p/chse37tw
- ·Proxy materials available at http://www.astproxyportal.com/ast/01609
- ·Company address: 1655 Roberts Boulevard NW, Kennesaw, Georgia 30144
01-04-2026
Carter's, Inc. (CRI) filed its DEF 14A Proxy Statement on April 1, 2026, for the 2026 Annual Meeting of Stockholders to be held virtually on May 13, 2026, with a record date of March 20, 2026. Shareholders are asked to vote on the election of nine nominated directors, advisory approval of named executive officers' compensation, approval of an amended and restated equity incentive plan, and ratification of PricewaterhouseCoopers LLP as independent auditors for fiscal 2026. The proxy includes compensation disclosures for principal executive officer Casey and other executives like Palladini and Westenberger across multiple fiscal years.
- ·Voting approval standards: More votes 'For' than 'Against' for director elections and say-on-pay; majority of votes properly cast for equity plan and auditor ratification.
- ·Proxy materials mailing approximate date: April 1, 2026.
- ·Compensation tables cover fiscal periods including 2024-12-29 to 2026-01-03 and prior years (e.g., 2023-12-31 to 2024-12-28).
01-04-2026
Rekor Systems, Inc. issued a definitive proxy statement for its 2026 Annual Meeting of Stockholders on May 15, 2026, at 10:30 a.m. ET, to elect six director nominees, ratify the appointment of CBIZ CPAs P.C. as independent public accountant for the fiscal year ending December 31, 2026, and provide an advisory vote on named executive officer compensation. The record date is March 25, 2026, with 136,578,177 shares of common stock outstanding entitled to one vote per share. Stockholders can vote via internet at https://proxyvote.com/pv/web, mail, or attend in person at headquarters or virtually at www.virtualshareholdermeeting.com/REKR2026.
- ·Proxy materials mailed on or about April 1, 2026, using Notice and Access method
- ·Requests for paper copies due by April 25, 2026
- ·Headquarters address: 6721 Columbia Gateway Drive, Suite 400, Columbia, MD 21046; Phone: (410) 762-0800
01-04-2026
Valhi, Inc. has issued a definitive proxy statement for its 2026 annual meeting of stockholders on May 21, 2026, at 10:00 a.m. local time in Dallas, Texas, with a record date of March 24, 2026, when 28,302,293 shares of common stock were outstanding. Stockholders will vote on electing seven director nominees and approving, on a nonbinding advisory basis, the named executive officer compensation. The board recommends voting for both proposals.
- ·Annual meeting location: Three Lincoln Centre Conference Center, 5430 LBJ Freeway, Suite 350, Dallas, Texas 75240-2620.
- ·Proxy materials available at www.envisionreports.com/VHI, including 2025 Annual Report on Form 10-K for fiscal year ended December 31, 2025.
- ·Stockholder list available for examination 10 days prior to meeting at corporate offices.
01-04-2026
Ventas, Inc. delivered outstanding 2025 results with total shareholder return (TSR) exceeding 35%, nearly double the S&P 500, and outperformed Nareit Health Care REIT and MSCI U.S. REIT indices over 1-, 3-, and 5-year periods, alongside an annualized TSR of approximately 19% since 2000. The company completed $2.5B in senior housing investments, raised over $7B in capital, and achieved a fourth consecutive year of double-digit growth in its SHOP segment, supported by an enterprise value exceeding $50B and over 1,400 assets. No declines or flat performance were reported.
- ·2026 Annual Meeting: May 13, 2026, 8:00 a.m. Central Time (virtual at www.virtualshareholdermeeting.com/VTR2026)
- ·Record date: March 18, 2026
- ·Agenda: Elect 12 director nominees; advisory vote on Named Executive Officer compensation; ratify KPMG LLP as auditor for 2026
- ·Stockholder engagement: Met with holders representing 42% of outstanding shares in 2025
01-04-2026
Ares Commercial Real Estate Corporation filed its DEF 14A definitive proxy statement on April 1, 2026, for the virtual 2026 Annual Meeting of Stockholders on May 27, 2026, at 1:00 p.m. ET. Stockholders will vote on electing two Class II directors to serve until the 2029 annual meeting, ratifying Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026, and approving on a non-binding advisory basis the named executive officers' compensation for the fiscal year ended December 31, 2025. Proxy materials are distributed via the Notice and Access method to reduce costs and conserve resources.
- ·Meeting accessible via live audio webcast at www.virtualshareholdermeeting.com/ACRE2026.
- ·Company address: 245 Park Avenue, 42nd Floor, New York, NY 10167.
- ·Notice of Internet Availability mailed on or about April 1, 2026.
01-04-2026
Gentherm Inc's 2026 Proxy Statement nominates nine directors for election at the May 14, 2026 annual meeting, with eight independent directors, average tenure of six years, and recent refreshment adding four new directors since 2021 including diverse representation (three female, one ethnically diverse). The Board emphasizes skills in automotive (8 directors), finance/accounting (8), global management (9), and senior leadership (9), supported by a non-executive Chair providing strong oversight. At the 2025 annual meeting, all nominees received over 95% shareholder votes in favor, with no related party transactions or family relationships.
- ·Record Date: March 17, 2026
- ·Annual Meeting: Thursday, May 14, 2026 at 8:30 a.m. Eastern Daylight Time via www.virtualshareholdermeeting.com/THRM2026
- ·Voting standard: plurality with majority voting policy effect for uncontested elections
- ·No Board tenure limits; focus on qualifications and contributions
- ·One-year director terms until 2027 annual meeting
01-04-2026
Crescent Private Credit Income Corp. has issued a proxy statement for its 2026 Annual Meeting of Stockholders, to be held virtually on May 15, 2026, at 10:15 a.m. Pacific Time, with a record date of March 18, 2026. Stockholders are asked to vote on the election of two Class II Directors, Susan Yun Lee and Christopher G. Wright, each to serve until the 2029 annual meeting, and the ratification of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. As of the record date, 19,157,696 Class I shares, 7,013 Class S shares, and 929 Class D shares were outstanding.
- ·Annual Meeting hosted virtually at www.virtualshareholdermeeting.com/CPCI2026
- ·Quorum requires majority of outstanding Common Shares; directors elected by plurality vote; auditor ratification by majority of votes cast
- ·Proxy solicitation costs of $29,000 to be paid by the Corporation
01-04-2026
ONE Gas, Inc. filed its DEF 14A Proxy Statement for the 2026 Annual Meeting of Shareholders on May 21, 2026, announcing the retirement of Board Chair John W. Gibson after the meeting and the election of independent director Deborah A.P. Hersman as the new Chair effective May 21, 2026. The proxy details board leadership structure with Eduardo A. Rodriguez as lead independent director, ongoing succession planning processes, shareholder engagement practices, and enterprise risk management oversight led by the CFO. No financial performance metrics or period-over-period comparisons are disclosed in the provided content.
- ·John W. Gibson announced retirement from Board and as Chair on November 18, 2025.
- ·Anti-hedging and anti-pledging policies prohibit insiders from hedging ONE Gas securities or pledging them as collateral.
- ·Corporate governance guidelines allow flexibility in combining or separating Chair and CEO roles.
01-04-2026
Walker & Dunlop, Inc. proxy statement for the 2026 annual meeting on May 19, 2026, seeks stockholder approval to elect eight directors for one-year terms expiring at the 2027 annual meeting, ratify KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, and an advisory vote to approve executive compensation. The record date is March 23, 2026, with 34,311,069 shares of common stock outstanding entitled to vote. No financial performance metrics or period-over-period comparisons are detailed in the filing.
- ·Annual meeting location: Hilton Garden Inn Denver/Cherry Creek, 600 S. Colorado Boulevard, Denver, Colorado 80246, at 10:00 a.m. Mountain Time.
- ·Proxy materials and 2025 Annual Report to Stockholders available at http://www.edocumentview.com/WD.
- ·2025 Annual Report on Form 10-K for year ended December 31, 2025 available upon request.
01-04-2026
Alerus Financial Corporation (ALRS) has issued its DEF 14A proxy statement for the virtual annual stockholder meeting on May 14, 2026, at 1:30 p.m. Central Time, with a record date of March 16, 2026. Key proposals include the election of directors, a non-binding advisory vote on executive officer compensation, and ratification of RSM US LLP as the independent registered public accounting firm. The statement references the Annual Report on Form 10-K for the year ended December 31, 2025, and provides access details for proxy materials online.
- ·Virtual meeting access: https://edge.media-server.com/mmc/p/52pjzmgx with passcode 'alerus2026' and 11-digit control number.
- ·Proxy materials available at investors.alerus.com and http://www.astproxyportal.com/ast/19579/.
- ·Notice first mailed on or about April 1, 2026.
01-04-2026
Viking Therapeutics, Inc. filed its DEF 14A Proxy Statement dated April 1, 2026, for the virtual Annual Meeting of Stockholders on May 19, 2026, at 8:00 a.m. Pacific Time. Agenda items include electing J. Matthew Singleton and S. Kathryn Rouan, Ph.D. as Class II directors until the 2029 Annual Meeting, ratifying CBIZ CPAs P.C. as independent auditors for fiscal year 2026, and advisory approval of named executive officer compensation. The record date is March 20, 2026, with 115,893,943 shares of common stock outstanding.
- ·Annual Meeting held virtually via live webcast at edge.media-server.com/mmc/p/cimrmdwx (password: viking2026).
- ·Proxy materials available at www.astproxyportal.com/ast/20061/.
01-04-2026
Alexandria Real Estate Equities, Inc. (ARE) filed its 2026 DEF 14A Proxy Statement on April 1, 2026, for the annual stockholder meeting on May 13, 2026, at 11:00 a.m. PT in Pasadena, CA, where shareholders will vote on electing eight directors, an advisory 'say-on-pay' resolution for named executive officer compensation, and ratification of Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026. The Board recommends voting FOR all proposals. No financial performance metrics or period-over-period comparisons are detailed in the provided sections.
- ·Record Date: March 16, 2026
- ·Meeting Location: 26 North Euclid Avenue, Pasadena, CA 91101
- ·Fiscal Year for Auditors: Ending December 31, 2026
01-04-2026
Urban Outfitters Inc.'s DEF 14A proxy statement outlines non-employee director compensation, consisting of two $50,000 cash payments annually and a discretionary grant of 2,100 RSUs per director in Fiscal 2026 at a grant date fair value of $70.54 each. Executive compensation emphasizes base salary, performance bonuses, and equity awards like PSUs and RSUs, with CEO Richard A. Hayne's base salary remaining at $1.00 per year; no named executives participate in the Deferred Compensation Plan. The Compensation Committee, chaired by Todd R. Morgenfeld, held four meetings in Fiscal 2026 and may re-engage consultant Korn Ferry.
- ·Fiscal 2026 spans February 1, 2025 to January 31, 2026
- ·Shareholders approved executive compensation program at 2025 Annual Meeting
- ·Compensation Committee reviews director pay post-Annual Meeting and may adjust
- ·None of the named executive officers participate in the Deferred Compensation Plan
01-04-2026
Surrozen, Inc. has issued a proxy statement for its 2026 annual stockholder meeting, to be held virtually on May 13, 2026 at 10:00 a.m. PT, with proposals to elect two directors, ratify Ernst & Young LLP as independent auditors for the year ending December 31, 2026, approve named executive officer compensation on an advisory basis, and vote on the preferred frequency of future say-on-pay votes (Board recommends annually). The record date is March 18, 2026, with 11,486,707 shares of common stock outstanding entitled to vote; quorum requires at least one-third of voting power present or by proxy. No financial results, period-over-period comparisons, or performance metrics are detailed in the filing.
- ·Annual Meeting accessible virtually at www.virtualshareholdermeeting.com/SRZN2026 requiring 16-digit control number to vote.
- ·Proxy voting available by phone (1-800-690-6903), internet (www.proxyvote.com), or mail.
- ·Broker non-votes have no effect on Proposals 1, 3, and 4 but count toward quorum; Proposal 2 is discretionary for brokers.
01-04-2026
Intellicheck, Inc. (Nasdaq: IDN) filed its DEF 14A proxy statement for the 2026 Annual Meeting of Stockholders on May 7, 2026, held virtually via webcast, to elect six directors for one-year terms, ratify Forvis Mazars, LLP as independent auditors for fiscal 2026, approve executive compensation on an advisory basis, and vote on the frequency of future say-on-pay votes. The record date is March 23, 2026, with 20,239,060 shares of common stock outstanding, each entitled to one vote. No financial performance metrics or period-over-period changes are detailed in the filing.
- ·Quorum requires a majority of the combined voting power of Common Stock as of March 23, 2026.
- ·Directors elected by plurality vote; auditor ratification, say-on-pay, and frequency vote each require majority of votes cast.
- ·Proxy materials available at https://intellicheck.com/investors.
01-04-2026
Teads Holding Co., formerly Outbrain Inc. post-acquisition of TEADS on February 3, 2025 (name change June 6, 2025), has issued a proxy statement for its virtual-only 2026 Annual Meeting on May 14, 2026, seeking stockholder approval for electing four Class II directors (Dexter Goei, Yaffa Krindel, Mark Mullen, Arne Wolter), advisory approval of named executive officer compensation, frequency of future say-on-pay votes (recommending every one year), ratification of KPMG LLP as auditors for FY 2026, and a reverse stock split at a 1-for-5 to 1-for-25 ratio at Board discretion. The record date is March 20, 2026. No financial performance metrics or period-over-period comparisons are detailed in the filing.
- ·Annual Meeting webcast at www.virtualshareholdermeeting.com/TEAD2026.
- ·Board unanimously recommends voting for all director nominees, proposals 2, 4, 5, and one-year frequency for proposal 3.
- ·Proxy materials available via Notice of Internet Availability mailed on or about April 1, 2026.
01-04-2026
IPG Photonics reported 2025 full-year revenue of $1.004B, up 3% YoY and marking the first year of growth since 2021, driven by medical sales (+21% YoY) and advanced applications (+29% YoY), with Q4 revenue up 17% YoY and 9% sequentially. However, materials processing sales, comprising 86% of revenue, remained stable as declines in cutting were offset by increases in cleaning and additive manufacturing. The company maintained a strong balance sheet with $839M in cash, cash equivalents, and short-term investments, no debt, and returned $50M to stockholders via share repurchases amid a new $100M authorization.
- ·Annual meeting scheduled for May 12, 2026, at 10:00 a.m. ET in Marlborough, MA; record date March 20, 2026.
- ·Proposals include election of 10 directors (7/10 independent, avg tenure 8 years, avg age 64), advisory vote on executive compensation, ratification of Deloitte & Touche LLP as auditors for 2026.
- ·No debt as of December 31, 2025.
01-04-2026
OGE Energy Corp.'s 2026 proxy statement highlights strong 2025 performance, including earnings at the top half of guidance, 25% electricity demand growth over the last five years, 6% EPS compound annual growth rate, 99.96% system uptime, and continuation of an 80-year dividend track record. The company completed a strategic equity issuance in November 2025 to fund infrastructure and announced plans to add 1,300 MW of generation into service starting in 2026 before 2030, building on 1,000 MW added over the past decade. Shareholders are asked to vote on director elections, ratification of Ernst & Young LLP as auditors, advisory approval of NEO compensation, and a shareholder proposal for simple majority vote.
- ·Annual Meeting scheduled for May 14, 2026, at 10:00 a.m. CDT via virtual webcast at www.virtualshareholdermeeting.com/OGE2026
- ·Proxy materials made available on or about April 1, 2026
- ·Non-fuel rates increased at half the rate of inflation
- ·Named Oklahoma Top Workplace and recognized for best regional safety performance
01-04-2026
Medpace Holdings, Inc. (MEDP) filed its definitive proxy statement (DEF 14A) on April 1, 2026, for the virtual 2026 Annual Meeting of Stockholders on May 15, 2026, at 9:00 a.m. ET. Proposals include electing five directors (Class I: Brian T. Carley, Femida H. Gwadry-Sridhar, Robert O. Kraft; Class III: August J. Troendle, Dani S. Zander), ratifying the independent auditor, advisory votes on NEO compensation and say-on-pay frequency, amendments to remove supermajority voting requirements and stockholder special meeting limitations, and a stockholder proposal. The filing includes pay versus performance disclosures and director compensation details via XBRL tags, but no specific numerical financial metrics are provided in the content.
- ·Meeting access: www.virtualshareholdermeeting.com/MEDP2026
- ·Proposals: Ratification of independent registered public accounting firm; Advisory vote on NEO compensation; Advisory vote on frequency of say-on-pay; Amendments to Certificate of Incorporation (Proposals 5 & 6); Advisory vote on stockholder proposal (Proposal 7)
01-04-2026
NextEra Energy's 2026 Proxy Statement highlights strong 2025 financial performance with GAAP net income of $6.835 billion ($3.30 per share) and record adjusted earnings of $7.683 billion (adjusted EPS $3.71), achieving #1 rankings in adjusted EPS growth and ROE versus the ten largest U.S. utilities over multiple years, alongside high incentive payouts of 189% for annual awards and 158% for long-term performance shares after TSR adjustment. However, total fees to Deloitte & Touche rose 8% YoY to $13.625 million, driven by a 46% increase in audit-related fees to $5.968 million despite a 16% decline in audit fees, and the company experienced executive transitions including retirements and a resignation. Strategic achievements included a new FPL rate agreement and record renewable project additions.
- ·Audit Committee pre-approval policy allows services up to $500,000 without specific approval; no post-service approvals in 2025 or 2024.
- ·NextEra Energy engaged 50 largest shareholders representing ~56% of shares outstanding and responded to feedback by increasing performance targets to 55th percentile and removing individual modifier from 2026 performance shares.
- ·FPL secured 9.95–11.95% ROE range, 59.6% equity ratio, and ~$1.5B after-tax rate stabilization mechanism, with residential bills at 2% CAGR through 2029.
- ·TSR in line with S&P 500 Utilities Index over 1- and 2-year periods but outperformed over 7- and 10-year horizons.
01-04-2026
Kite Realty Group Trust's DEF 14A proxy statement for the May 14, 2026 annual meeting proposes electing 10 trustees (with Bonnie S. Biumi not standing for reelection), advisory approval of named executive officer compensation, and ratification of KPMG LLP as auditors for FY 2026. Financial highlights reflect modest revenue growth from $821.3M in 2023 to $844.4M in 2025 (+2.0% YoY in 2024, +0.8% YoY in 2025) and steady NAREIT FFO per diluted share increases to $2.10; however, net income per diluted share plummeted 90.9% YoY to $0.02 in 2024 before surging to $1.37 in 2025. Portfolio leased percentage edged up to 94.4%, with ABR mix shifting +300 bps to neighborhood centers but -500 bps from regional centers.
- ·Annual meeting record date: March 18, 2026.
- ·Cash dividend paid per common share increased from $0.96 in 2023 to $1.08 in 2025.
- ·67% ABR concentration in Sun Belt markets as of Q4 2025.
- ·Portfolio ABR composition as of Q4 2025: 39% Neighborhood Centers, 19% Local Community Centers, 14% Regional Community Centers, 27% Lifestyle/Mixed-Use.
01-04-2026
Cinemark Holdings, Inc. issued its 2026 Proxy Statement for the annual meeting, seeking shareholder approval for the election of four Class I director nominees—Nancy Loewe, Steven Rosenberg, Enrique Senior, and Nina Vaca—for three-year terms expiring in 2029, an advisory vote on named executive officer compensation (with 60% of target long-term equity incentives as at-risk Performance Share Awards), and ratification of Deloitte & Touche LLP as independent auditors. The Board comprises 11 members, the majority independent, with diverse expertise in areas like finance, CEO experience, and industry operations as detailed in a skills matrix and nominee biographies. No declines or flat metrics reported in this governance-focused filing.
- ·Board determined exclusively by itself per Certificate of Incorporation.
- ·Nominees recommended by Nominating and Corporate Governance Committee.
- ·Proxy authorizes substitutes if nominees unavailable.
01-04-2026
Avista Corp (AVA) filed its 2026 DEF 14A Proxy Statement on April 1, 2026, ahead of the annual meeting, proposing the election of directors, ratification of Deloitte as independent auditors for 2026, an advisory vote on executive compensation, and an amendment to reduce certain shareholder approval requirements. Governance highlights include full director independence except for the CEO, independent board committees (except Executive), recent board refreshment with four new members (three independent) in the past five years, separated Chair and CEO roles, and an independent Vice Chair. The filing includes Pay vs. Performance disclosures for Principal Executive Officers (PEOs) Heather Rosentrater and Dennis Vermillion across 2021-2025, with compensation discussion and analysis for Named Executive Officers (NEOs).
- ·Board added four new members in the past five years, three of whom are independent.
- ·Independent directors regularly meet in executive sessions without management.
- ·Proxy voting available at www.proxyvote.com.
01-04-2026
Diodes Incorporated's DEF 14A proxy statement, filed April 1, 2026, announces the virtual annual stockholder meeting on May 11, 2026, at 6:30 p.m. CT for electing seven directors (Elizabeth Bull, Angie Chen Button, Warren Chen, Keh-Shew Lu, Philip J. Ritter, Huey-Jen Su, Gary Yu), advisory approval of executive compensation, and ratification of PricewaterhouseCoopers LLP as auditor for FY 2026. Record date is March 12, 2026; no financial performance metrics or period comparisons are detailed in the provided content.
- ·Virtual meeting via www.proxydocs.com/DIOD; registration deadline May 10, 2026, 5:00 p.m. CT.
- ·CEO transition: Dr. Keh-Shew Lu as PEO through May 13, 2025; Gary Yu as PEO from May 14, 2025.
- ·Proxy materials available online at www.proxydocs.com/DIOD; printed copies available on request.
01-04-2026
Rayonier Inc. filed its definitive proxy statement (DEF 14A) on April 1, 2026, for the 2026 Annual Meeting of Shareholders on May 14, 2026, at the Grand Hyatt Atlanta, seeking to elect 10 director nominees, approve on a non-binding advisory basis the compensation of named executive officers, and ratify KPMG LLP as independent registered public accounting firm for 2026. Shareholders of record as of the close of business on March 17, 2026, are entitled to vote. The filing includes Compensation Discussion and Analysis, director compensation details, and governance practices with no reported controversies or declines.
- ·Annual Meeting location: Grand Hyatt Atlanta, 3300 Peachtree Road NE, Atlanta, GA 30305, at 2:00 p.m. Eastern Time.
- ·Record date: March 17, 2026.
- ·Company address: 1 Rayonier Way, Wildlight, FL 32097.
- ·Fiscal year end: December 31.
- ·References to prior executives: McHugh and Nunes in compensation XBRL tags for 2021-2025.
01-04-2026
JLL Income Property Trust, Inc. has issued a proxy statement for its 2026 annual stockholder meeting to be held virtually on June 11, 2026, at 8:30 a.m. Central Time, with a record date of March 13, 2026. Stockholders will vote on electing nine directors, three proposed amendments to the company's Charter (prompted by Washington state regulators for the fifth public offering commenced June 6, 2025), and ratification of KPMG LLP as independent auditors for the year ending December 31, 2026. As of the record date, 207,833,287 shares of common stock were outstanding across multiple classes, and estimated proxy solicitation costs are $375,000.
- ·Annual meeting held virtually at www.virtualshareholdermeeting.com/JLLIPT2026 requiring 16-digit control number.
- ·Quorum requires majority of shares entitled to vote; director election by majority of shares represented.
- ·Proxy materials available on or about April 1, 2026 via notice and access method.
01-04-2026
Goldman Sachs BDC, Inc. (GSBD) filed a definitive proxy statement (DEF 14A) on April 1, 2026, for its 2026 Annual Meeting of Stockholders, to be held virtually on May 27, 2026, at 10:00 a.m. ET. Shareholders of record as of March 30, 2026, will vote on electing two Class III directors to serve until the 2029 annual meeting and ratifying PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The Board unanimously recommends voting 'FOR' both proposals.
- ·Virtual meeting access: https://www.meetnow.global/MSFXKXU using control number from Notice
- ·Legal proxy requests due by 5:00 p.m. ET on May 22, 2026, to shareholdermeetings@computershare.com
- ·Contact for questions: (866) 539-9723
01-04-2026
Advance Auto Parts, Inc. filed its DEF 14A Proxy Statement for the 2026 Annual Meeting on May 20, 2026, proposing election of ten director nominees (90% independent, average tenure 4.0 years), an advisory vote to approve named executive officer compensation, and ratification of Deloitte & Touche LLP as independent auditor. 2025 short-term incentive payouts reached 97.47% of target, supported by above-target adjusted operating income achievement (102.38%) but dragged down by below-target comparable store sales (92.00%). The 2023-2025 long-term incentive cycle paid out at 0% based on relative total shareholder return, marking the third consecutive year with no LTI payout.
- ·Annual Meeting date and time: May 20, 2026 at 8:30 a.m. Eastern Time (virtual at www.virtualshareholdermeeting.com/AAP2026)
- ·Record date: March 25, 2026
- ·Voting deadline: 11:59 p.m. EDT on May 19, 2026
- ·Proxy materials available on or about April 1, 2026 at www.proxyvote.com
- ·Policies: No hedging or pledging (unless stringent requirements met), robust stock ownership guidelines, incentive compensation clawback policy
01-04-2026
Blue Owl Capital Corp's DEF 14A proxy statement for the June 25, 2026 virtual annual meeting seeks shareholder votes to elect directors Eric Kaye and Victor Woolridge for three-year terms expiring in 2029 and to ratify KPMG LLP as independent auditors for the fiscal year ending December 31, 2026. The Board highlights strong corporate governance, including all-independent committees, an independent non-executive chairman, and excellent director attendance in 2025, with all directors independent except Craig W. Packer. As of the March 27, 2026 record date, 496,755,391 shares of common stock were outstanding.
- ·Annual Meeting: June 25, 2026 at 9:00 a.m. Eastern Time, fully virtual via www.virtualshareholdermeeting.com/OBDC2026
- ·Voting methods: online at www.proxyvote.com, phone at 1-800-690-6903, QR code, or mail proxy card
- ·Board unanimously recommends FOR both proposals
- ·KPMG LLP has served as independent auditors since 2016
01-04-2026
Summit Hotel Properties, Inc. has issued a proxy statement for its 2026 annual meeting of stockholders on May 20, 2026, at 8:00 a.m. Central Time in Austin, Texas, seeking approval to elect eight directors, ratify Ernst & Young LLP as independent auditors for 2026, and an advisory vote on named executive officers' compensation. The record date for voting eligibility is March 6, 2026. No financial performance metrics or period-over-period comparisons are detailed in the provided filing content.
- ·Annual meeting location: Hampton Inn & Suites, 200 San Jacinto Boulevard, Austin, Texas 78701.
- ·Record Date: March 6, 2026.
- ·Company address: 13215 Bee Cave Parkway, Suite B-300, Austin, Texas 78738.
- ·Proposals include election of eight directors, ratification of auditors, and advisory vote on executive compensation.
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