Alarmcom Holdings Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect eight nominees named in the proxy to serve as directors until the 2027 Annual Meeting.

2. 2

   Ratification of Selection of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the Audit Committee’s selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

3. 3

   Advisory Vote on Executive Compensation (Say-on-Pay

   ManagementBoard: FOR

   Non-binding advisory vote to approve, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement.

   More detail

   This is a non-binding advisory “say-on-pay” proposal asking stockholders to approve the Company’s executive compensation disclosures and overall pay program for the named executive officers as presented in the proxy. Management seeks shareholder approval to confirm that its compensation philosophy—emphasizing a pay-for-performance framework, significant at-risk pay, and alignment with long-term stockholder value—is supported by investors. The Company ties a substantial portion of executive compensation to short-term corporate metrics (notably SaaS and license revenue and Adjusted EBITDA used in the 2025 Executive Bonus Plan) and to long-term equity awards (options and restricted stock units) that vest over a five-year schedule to promote retention and alignment with multi-year value creation. The proxy emphasizes that the CEO’s target pay is at the low end of market (by his request), that bonuses are capped at 150% of target, and that the program includes governance features such as a clawback policy and prohibitions on hedging and pledging. The Board also highlights limited severance/change-in-control protections and the role of an independent Compensation Committee that engaged an independent consultant (Compensia) and considered peer-market data in structuring pay. The vote is advisory and non-binding, but the Board and Compensation Committee will review and consider the results when making future compensation decisions and engaging with shareholders. Given the Company’s stated strong 2025 operational results (revenue and adjusted EBITDA outperformance) and the program’s explicit performance metrics and governance safeguards, management argues a FOR vote signals support for the current compensation framework. Risks to investors include potential disagreements about the adequacy of disclosed targets or the multi-year vesting structure relative to peers, and the advisory nature of the vote means stockholder dissatisfaction may be expressed only through engagement rather than direct changes; nevertheless the Board commits to consider investor feedback when appropriate.

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When is the Alarmcom Holdings Inc 2026 annual meeting?

Alarmcom Holdings Inc (ALRM) holds its 2026 annual shareholder meeting on Wednesday, June 3, 2026.

What is the record date for the Alarmcom Holdings Inc 2026 meeting?

The record date for the Alarmcom Holdings Inc 2026 meeting is Tuesday, April 7, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Alarmcom Holdings Inc's 2026 meeting?

The board is presenting 8 director nominees at the Alarmcom Holdings Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Alarmcom Holdings Inc 2026 meeting?

Shareholders will vote on 3 proposals at the Alarmcom Holdings Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.