Chemed Corp

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect nine directors to serve until the next annual meeting and until their successors are duly elected and qualified; uncontested election requires a majority of votes cast for election.

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 2026.

3. 3

   Advisory Vote to Approve Executive Compensation (Say on Pay

   ManagementBoard: FOR

   Non-binding advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement (the Compensation Discussion and Analysis and related tables).

   More detail

   This proposal requests a non-binding, advisory vote by shareholders to approve the Company’s executive compensation as disclosed in the proxy (CD&A, tables and narrative). Management seeks this vote to confirm stockholder support for the compensation framework and to demonstrate alignment between named executive officers’ pay and Company performance. The Company’s program links annual incentives to Adjusted EPS and Return on Assets and weights long-term incentives toward performance share units tied to three-year cumulative Adjusted EPS and relative TSR, with stock options that vest over time to promote retention. The Board emphasizes that a substantial portion (around 72–74% for named executives) of total direct compensation is performance-based and that stock ownership guidelines further align executives with long-term shareholder interests. Management also highlights governance features—majority voting for directors, a compensation committee composed of independent directors, clawback and double-trigger change-in-control provisions, and periodic peer-group benchmarking—to justify the program. The Board cites prior stockholder support and engagement, the Compensation Committee’s review processes and independent consultant input as reasons to recommend approval. As an advisory measure, approval would not be binding but would be considered by the Compensation Committee in designing future pay programs; rejection would likely trigger additional shareholder outreach and potential program revisions.

Upcoming shareholder meetings at Chemed Corp’s closest sector peers — compare boards, ballots, and ownership across the cohort.

When is the Chemed Corp 2026 annual meeting?

Chemed Corp (CHE) holds its 2026 annual shareholder meeting on Monday, May 18, 2026.

What is the record date for the Chemed Corp 2026 meeting?

The record date for the Chemed Corp 2026 meeting is Monday, March 23, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Chemed Corp's 2026 meeting?

The board is presenting 9 director nominees at the Chemed Corp 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Chemed Corp 2026 meeting?

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