Independent
Tenure on this board
3.0 yrs
8 nominees · 3 ballot items.
Vote to elect eight directors, cast a non-binding advisory vote to approve named executive officer compensation (Say-on-Pay), and ratify PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal 2026.
Elect eight nominees recommended by the Board: Leanne Cunningham, Gregory Hewett, Ho Yeon (Aaron) Lee, David Maher, Jan Singer, Steven Tishman, Yoon Soo (Gene) Yoon and Keun Chang (Kevin) Yoon.
Non-binding advisory vote to approve the compensation paid to the Company's named executive officers as disclosed in the proxy statement (Say-on-Pay).
This proposal asks stockholders to cast a non-binding, advisory vote approving the compensation paid to Acushnet’s named executive officers as disclosed under SEC rules (commonly referred to as a Say-on-Pay vote). Management is seeking this advisory approval to validate its executive compensation program design and to demonstrate alignment between pay and Company performance. The Company’s program for 2025 combines base salary, an annual cash incentive plan tied primarily to Company Adjusted EBITDA (with segment operating income and personal strategic objectives for segment leaders), and a long-term equity program consisting of RSUs and performance stock units (PSUs) where PSUs are tied to three-year adjusted operating income and return on invested capital metrics. The Compensation Committee engaged independent consultant Pearl Meyer to benchmark pay, used a composite peer group for context, and adjusted incentive design in 2025 to emphasize segment outcomes and individual strategic objectives while keeping a significant portion of pay at risk. The Board notes governance protections including a clawback policy, stock ownership guidelines, multi-year vesting and an internal compensation risk assessment that concluded the plans are not reasonably likely to encourage excessive risk-taking. Acushnet also reported that its prior say-on-pay vote in 2025 received over 99% support, which the Committee considered in concluding the program remains appropriately aligned. Although the vote is non-binding under Section 14A of the Exchange Act, the Board will consider the voting results when reviewing future compensation decisions. The Board recommends a vote FOR this proposal because it believes the program aligns executives’ interests with long-term stockholder value, incentivizes profitable growth and retention of key talent, and incorporates independent advice and controls to mitigate undue risk.
Ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC | 8.30% | 4,861,417 | $454M |
| 2 | BlackRock, Inc. | 5.02% | 2,936,573 | $275M |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 2.59% | 1,517,906 | $142M |
| 4 | DIMENSIONAL FUND ADVISORS LP | 2.44% | 1,430,265 | $134M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 2.05% | 1,198,358 | $112M |
| 6 | STATE STREET CORP | 1.82% | 1,064,596 | $100M |
| 7 | KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC | 1.82% | 1,063,401 | $99M |
| 8 | Capital World Investors | 1.72% | 1,010,000 | $94M |
| 9 | MORGAN STANLEY | 1.41% | 824,466 | $77M |
| 10 | BlackRock, Inc. | 1.37% | 800,964 | $75M |
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