US Executive Compensation Proxy SEC Filings — May 06, 2026

06-05-2026

NewAmsterdam Pharma Company N.V. has issued a proxy statement for its Annual General Meeting on June 2, 2026, seeking shareholder approval for adoption of the Dutch statutory annual accounts for FY ended December 31, 2025, discharge of director liability, reappointment of Deloitte Accountants B.V. as auditor, reappointment of non-executive directors John W. Smither and Janneke van der Kamp, extensions of share issuance authorizations, approval of the 2026 Employee Stock Purchase Plan, and a non-binding advisory vote on 2025 named executive officer compensation. The record date is May 5, 2026, with attendance notices and proxies due by 11:59 p.m. ET on May 31, 2026. No specific financial performance metrics or period-over-period comparisons are disclosed in the provided filing content.

• ·Annual General Meeting location: offices of NautaDutilh N.V., Beethovenstraat 400, 1082 PR Amsterdam, Netherlands at 5:00 p.m. CEST on June 2, 2026.
• ·Dutch statutory board report and annual accounts for FY 2025 available no later than May 18, 2026 on company website.
• ·Proxy submission options: toll-free telephone (1-800-690-6903), www.proxyvote.com, or mail.

06-05-2026

Fluent, Inc. (FLNT) has filed a DEF 14A proxy statement for its 2026 annual stockholder meeting, with a record date of April 23, 2026, and 29,815,712 shares of common stock outstanding. Stockholders will vote on electing seven directors (Matthew Conlin, Donald Mathis, James P. Geygan, Richard C. Pfenniger, Jr., David A. Graff, Ryan Schulke, Barbara Shattuck Kohn), advisory approval of 2025 named executive officer compensation, ratification of Grant Thornton LLP as auditor for 2026, approvals for May and August warrants/pre-funded warrants issued to directors/officers to comply with Nasdaq rules, a charter amendment for officer exculpation, an amendment to increase shares reserved under the 2022 Omnibus Equity Incentive Plan from 3,666,666 to 5,566,666, and an adjournment proposal. The Board recommends voting 'FOR' all proposals, with varying voting thresholds including majority of outstanding shares for the charter amendment.

• ·Record date: April 23, 2026
• ·Annual Meeting access: www.virtualshareholdermeeting.com/FLNT2026 (16-digit control number required for voting stockholders)
• ·Proposal 6 (Charter Amendment) requires majority of outstanding shares; abstentions and broker non-votes count as 'AGAINST'
• ·Proposals 1-5, 7-8 determined by majority of votes cast; abstentions and broker non-votes have no effect
• ·Proposal 3 (Auditor Ratification) is 'routine' allowing broker discretionary votes

06-05-2026

Lithium Americas Corp. highlighted strong 2025 progress on the Thacker Pass project, including fully funded status with partners DOE, GM, and Orion, first $435M drawdown on the $2.23B DOE loan, $590.9M raised via ATM equity sales at an average $5.96/share, and $905.6M total cash as of Dec 31, 2025, with engineering 93% complete. However, lithium prices fell to recent lows in June 2025 amid sentiment-driven declines and macroeconomic pressures on the battery value chain, though sentiment improved in H2 2025. The proxy statement seeks shareholder approval to fix the board at seven directors, elect nominees, and appoint PwC as auditors for the June 22, 2026 virtual annual meeting.

• ·Annual meeting on June 22, 2026 at 9:00 A.M. Pacific Time via https://meetings.lumiconnect.com/400-209-869-217.
• ·Record Date: April 23, 2026.
• ·Targets: mechanical completion late 2027, full operational ramp-up 2028.
• ·Included in S&P/TSX Composite Index in December 2025.

06-05-2026

Morgan Stanley Emerging Markets Domestic Debt Fund, Inc. (EDD) and affiliated funds (CAF, MSD, IIF) have issued a joint proxy statement for annual stockholder meetings on June 25, 2026, at 3:00 pm ET to elect Class I directors (for EDD: Frances L. Cashman, Kathleen A. Dennis, Patricia A. Maleski) for terms expiring in 2029. Record date is April 9, 2026, with EDD having 64,456,047 shares outstanding entitled to vote. No financial performance metrics are discussed; the Board recommends voting for all nominees.

• ·Meetings held at 1585 Broadway, 27th Floor, Conference Room I, New York, NY 10036.
• ·EDD fiscal year ended October 31, 2025; others December 31, 2025.
• ·Proxy solicitation by mail, telephone, or Internet; revocable prior to exercise.
• ·Staggered board structure with three classes, one elected annually.

06-05-2026

Autodesk, Inc.'s DEF 14A Proxy Statement for the 2026 Annual Meeting of Stockholders on June 17, 2026 (virtual format, record date April 22, 2026), seeks approval for electing 11 directors, ratifying Ernst & Young LLP as auditors for FY2027, a non-binding vote on named executive officer compensation, and an amendment to the Certificate of Incorporation for officer exculpation (all board FOR recommendations); the board recommends AGAINST a stockholder proposal to reduce the special meeting threshold. The filing includes governance details, executive compensation disclosures (including pay versus performance and CEO pay ratio), director nominees, and audit committee report. No financial performance declines or flats noted in available content.

• ·Annual Meeting: June 17, 2026 at 3:00 p.m. Pacific Time, virtual at www.virtualshareholdermeeting.com/ADSK2026
• ·Record Date: April 22, 2026
• ·Fiscal Year 2026: February 1, 2025 to January 31, 2026
• ·Auditor ratification for fiscal year ending January 31, 2027

06-05-2026

06-05-2026

BJ's Wholesale Club Holdings, Inc. filed a DEF 14A proxy statement seeking re-election of its current 10 directors at the 2026 Annual Meeting, with terms expiring at the 2027 Annual Meeting. The board demonstrates strong governance, including an insider trading policy prohibiting hedging, pledging, and certain transactions, with no violations by named executives; all directors attended at least 75% of board and committee meetings in FY2025 and 100% of the 2025 annual shareholder meeting. Board met 4 times in FY2025, audit committee 7 times, compensation 5 times, and nominating/governance 4 times.

• ·Insider trading compliance policy filed as Exhibit 19.1 to Form 10-K on March 12, 2026.
• ·Corporate headquarters: 350 Campus Drive, Marlborough, Massachusetts 01752.
• ·All 10 directors re-elected at 2025 annual meeting.
• ·Executive sessions: Non-management directors meet at least twice per year; independent directors at least once per year.
• ·No formal policy on director attendance at annual shareholder meetings, but all attended 2025 meeting.

06-05-2026

NexPoint Capital, Inc., a business development company, issued a definitive proxy statement dated May 6, 2026, for its 2026 Annual Meeting of Stockholders on June 16, 2026, at 8:15 a.m. CT in Dallas, TX, to re-elect Dr. Bob Froehlich as Class II Director for a three-year term expiring in 2029. As of the record date April 30, 2026, 8,377,260.66 shares of common stock were outstanding, and the Board, including independent directors, unanimously recommends voting FOR the proposal with no other matters anticipated.

• ·Quorum requires holders of a majority of Common Stock shares entitled to vote present in person or by proxy; broker non-votes do not count toward quorum.
• ·Director election requires affirmative vote of a majority of shares cast; abstentions treated as votes against.
• ·Proxy materials available online at https://vote.proxyonline.com/nexpoint/docs/bdc.pdf.

06-05-2026

Movado Group, Inc. will hold its 2026 Annual Meeting of Shareholders virtually on June 17, 2026, at 10:00 a.m. ET, for shareholders of record as of April 24, 2026, to vote on electing eight directors, ratifying PricewaterhouseCoopers LLP as independent auditors for the fiscal year ending January 31, 2027, and approving named executive officer compensation on an advisory basis. As of the record date, there were 15,771,631 shares of Common Stock (1 vote per share) and 6,455,602 shares of Class A Common Stock (10 votes per share) outstanding. No financial performance metrics, period-over-period changes, or compensation details are provided in the extracted content.

• ·Annual Meeting is virtual-only at www.virtualshareholdermeeting.com/MOV2026; 16-digit control number required for access.
• ·Quorum requires majority in voting power of outstanding Capital Stock; broker non-votes counted for quorum but not votes on non-routine matters.
• ·Directors elected by plurality; Proposals 2 and 3 require majority of voting power present and entitled to vote.
• ·Proxy materials available via Internet; Notice of Internet Availability mailed on or about May 6, 2026.

06-05-2026

ArrowMark Financial Corp. has issued a proxy statement for its 2026 Annual Meeting of Stockholders on June 15, 2026 (virtual format), primarily to elect two Class I Directors—Karen Reidy (Interested) and Emil W. Henry Jr. (Independent)—for three-year terms ending at the 2029 Annual Meeting. As of the record date April 22, 2026, 9,685,741 shares of Common Stock were outstanding, with directors and executive officers owning approximately 0.54% collectively and no reported 5% beneficial owners. The Board currently consists of four directors across three classes, with no other proposals noted.

• ·No shares of Preferred Stock outstanding as of record date.
• ·Directors elected by plurality vote; nominees are unopposed.
• ·Annual Report for fiscal year ended December 31, 2025 available upon request.
• ·Meeting requires quorum of majority of outstanding shares.

06-05-2026

Williams-Sonoma, Inc.'s 2026 Proxy Statement outlines proposals for the virtual Annual Meeting on June 18, 2026, including election of eight experienced director nominees (50% gender/racially diverse), advisory approval of executive compensation tied to strong FY2025 performance with $1.42 billion operating income (18.1% margin), record $8.84 diluted EPS, 3.5% comparable brand revenue growth, 46.2% gross margin, $1.3 billion operating cash flow, ROIC of 42.3% (adjusted 51.6%), and superior 3-year TSR of 241% (vs. peer 22%) and 5-year TSR of 249% (vs. peer -26%). Last year's say-on-pay vote received 85% approval. The Board also recommends ratifying Deloitte & Touche LLP as independent auditors.

• ·Record date for stockholder eligibility: April 21, 2026.
• ·Annual Meeting: June 18, 2026 at 8:30 a.m. Pacific Time (virtual via register.proxypush.com/wsm).
• ·FY2025 ended February 1, 2026.
• ·Board skills: 50% directors gender/racially diverse (4 female, 1 African American); key expertise in growth strategy, marketing, financial (all or most directors).