Independent
Tenure on this board
3.9 yrs
Also a director at
Freeport-mcmoran Inc (FCX)Chubb Ltd (CB)
Meeting calendar
DRS · Annual meeting · Thursday, May 14, 2026
Leonardo Drs Inc
9 nominees · 3 ballot items.
Elect nine directors; advisory (non-binding) approval of executive (NEO) compensation (“say-on-pay”); ratify Ernst & Young LLP as independent auditor for fiscal year 2026.
Market cap
$9.4B
1Y TSR
-11.4%
Board grade
C+
Record date
Mar 20, 2026
Filing
DEF 14A
Meeting concluded · May 14, 2026
Follow how the vote landed and what changed on Leonardo Drs Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
Proposals
On the ballot3
- 1
Election of the Board’s Nominees to the Board
ManagementBoard: FORElect nine director nominees named in the proxy statement to serve one-year terms until the 2027 annual meeting.
- 2
Advisory Resolution Regarding the Compensation of the Company’s NEOs (Say-on-Pay
ManagementBoard: FORNon-binding advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement.
More detail
The proposal asks shareholders to approve, on a non-binding advisory basis, the Company’s executive compensation practices for the named executive officers as disclosed in the proxy. Management seeks approval to endorse its pay-for-performance philosophy, which ties a significant portion of executive pay to annual and long-term performance metrics and equity incentives, and to continue aligning executive interests with stockholders. The vote is advisory and non-binding, but the Board and Compensation Committee intend to consider results when setting compensation. Context includes strong 2025 company performance (revenue growth, adjusted EBITDA, free cash flow), robust incentive plan design with performance metrics (Adjusted EBITDA, Free Cash Flow, Bookings, Revenue for ICP; rTSR, Adjusted Diluted EPS, ROIC for PRSUs), and governance features like clawbacks, independent consultant, and stock ownership guidelines. The Board recommends a FOR vote because the Compensation Committee believes the program is competitive, aligns pay with performance, includes risk-mitigating features, and received strong prior shareholder support (approximately 99% in 2025). Additional context: changes to long-term incentive mix in 2026 to increase PRSUs, and extensive disclosure of target setting, peer group, and severance/change-in-control arrangements.
- 3
Ratification of the Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm for fiscal year ending December 31, 2026
ManagementBoard: FORRatify the Audit Committee’s appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2026.
Director elections
Nominees on the ballot9
Independent
Tenure on this board
3.9 yrs
Not independent
Tenure on this board
0.8 yrs
Independent
Tenure on this board
3.8 yrs
Also a director at
Redwire Corp (RDW)York Space Systems Inc (YSS)
Independent
Tenure on this board
3.9 yrs
Independent
Tenure on this board
3.9 yrs
Also a director at
American Outdoor Brands Inc (AOUT)
Independent
Tenure on this board
0.6 yrs
Independent
Tenure on this board
3.9 yrs
Also a director at
Bwx Technologies Inc (BWXT)
Independent
Tenure on this board
3.9 yrs
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | STATE STREET CORP | 1.7% | 4,514,068 | $193M |
| 2 | AQR CAPITAL MANAGEMENT LLC | 1.6% | 4,402,305 | $187M |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 1.4% | 3,605,042 | $154M |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 1.3% | 3,569,634 | $152M |
| 5 | FMR LLC | 1.3% | 3,400,181 | $145M |
| 6 | FIRST TRUST ADVISORS LP | 1.0% | 2,681,836 | $114M |
| 7 | PRICE T ROWE ASSOCIATES INC /MD/ | 0.9% | 2,464,125 | $105M |
| 8 | Stephens Investment Management Group LLC | 0.9% | 2,401,901 | $102M |
| 9 | BlackRock, Inc. | 0.8% | 2,097,071 | $89M |
| 10 | BlackRock, Inc. | 0.8% | 2,076,103 | $89M |
Peers
Nearest market capOther Industrials sector meetings6
Upcoming shareholder meetings at Leonardo Drs Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.
Donaldson Co IncDCI
Annual meeting·Nov 20, 2026·$10.1B
Applied Industrial Technologies IncAIT
Annual meeting·Oct 20, 2026·$12.3B
Mercury Systems IncMRCY
Annual meeting·Oct 28, 2026·$4.6B
Standex International CorpSXI
Annual meeting·Oct 20, 2026·$3.2B
Cbiz IncCBZ
Special meeting·Oct 27, 2026·$3.0B
Kennametal IncKMT
Annual meeting·Oct 27, 2026·$2.3B
Reference
Frequently asked questions
- When is the Leonardo Drs Inc 2026 annual meeting?
- Leonardo Drs Inc (DRS) holds its 2026 annual shareholder meeting on Thursday, May 14, 2026.
- What is the record date for the Leonardo Drs Inc 2026 meeting?
- The record date for the Leonardo Drs Inc 2026 meeting is Friday, March 20, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Leonardo Drs Inc's 2026 meeting?
- The board is presenting 9 director nominees at the Leonardo Drs Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Leonardo Drs Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Leonardo Drs Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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