Equity Lifestyle Properties Inc

1. 1

   Election of Nine (9) Directors

   ManagementBoard: FOR

   Elect nine directors to serve until the 2027 Annual Meeting and until their successors qualify.

2. 2

   Ratification of the Appointment of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify Ernst & Young, LLP as the Company's independent registered public accounting firm for fiscal year ending December 31, 2026.

   More detail

   This management proposal asks shareholders to ratify the Audit Committee's selection of Ernst & Young, LLP as the independent registered public accounting firm for fiscal 2026. Management seeks shareholder approval as a matter of good corporate governance, allowing shareholders to express their views on the auditor engagement; the Audit Committee has reviewed Ernst & Young's independence, fees, and services and concluded that the appointment is appropriate. The proposal is routine but important for auditor oversight — ratification provides investor affirmation of the Audit Committee’s judgment; however, the Audit Committee retains the authority to change auditors irrespective of the vote. The Board recommends a FOR vote, noting no disagreements with Ernst & Young and describing fees for audit, audit-related, tax and other services; the Audit Committee determined that non-audit services provided were compatible with independence and pre-approved all services. If shareholders withhold ratification, the Audit Committee would reconsider the engagement, potentially prompting additional governance review; nevertheless, ratification is largely a control vote rather than an operational change, and the Board provides details on fee breakdown, auditor independence, and oversight practices to support its recommendation.

3. 3

   Non-Binding, Advisory Vote on Executive Compensation (Say-on-Pay

   ManagementBoard: FOR

   Conduct an advisory, non-binding vote to approve the Company's executive compensation as disclosed in the Proxy Statement.

   More detail

   This management proposal asks shareholders to cast a non-binding, advisory vote to approve the compensation paid to the Company's named executive officers as disclosed in the proxy materials (the 'Say-on-Pay' vote). Management frames the compensation program as pay-for-performance, designed to attract and retain executives while aligning their interests with stockholders via a mix of base salary, performance-based cash bonuses, and time- and performance-based restricted stock awards. The Compensation Committee notes strong prior shareholder support (93% approval in 2025) and a range of governance features (independent compensation committee, independent consultant, recovery policy, stock ownership guidelines, prohibition on hedging/pledging, no employment agreements or excise tax gross-ups) intended to mitigate compensation-related risks. Because the vote is advisory, it will not change compensation already paid, but the Compensation Committee will consider the outcome and may adjust policies if significant opposition arises. The Board unanimously recommends a FOR vote, arguing that the program aligns pay with performance and stockholder interests; however, investors should weigh the non-binding nature of the vote, the company's compensation mix, and long-term equity vesting design when evaluating alignment.

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When is the Equity Lifestyle Properties Inc 2026 annual meeting?

Equity Lifestyle Properties Inc (ELS) holds its 2026 annual shareholder meeting on Tuesday, April 28, 2026.

What is the record date for the Equity Lifestyle Properties Inc 2026 meeting?

The record date for the Equity Lifestyle Properties Inc 2026 meeting is Friday, February 13, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Equity Lifestyle Properties Inc's 2026 meeting?

The board is presenting 9 director nominees at the Equity Lifestyle Properties Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Equity Lifestyle Properties Inc 2026 meeting?

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