11 nominees · 4 ballot items.
Elect 11 directors; ratify Ernst & Young LLP as auditors; advisory vote to approve executive compensation (say-on-pay); approve amendment and restatement of 2019 Long-Term Stock Incentive Plan increasing share reserve and expanding eligibility; and transact other business.
Elect eleven nominees to the Board of Directors for one-year terms.
Ratify the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for 2026.
Non-binding advisory vote to approve the Company’s executive compensation as disclosed in the proxy statement.
Approve an amendment and restatement of the 2019 Long-Term Stock Incentive Plan to (i) increase the share reserve by 1,725,000 shares to a total of 2,400,786 shares available for issuance, (ii) permit grants to consultants, (iii) update definitions and governance terms and (iv) make administrative adjustments.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | PZENA INVESTMENT MANAGEMENT LLC | 13.25% | 6,639,627 | $804M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 6.99% | 3,502,493 | $424M |
| 3 | DIMENSIONAL FUND ADVISORS LP | 5.58% | 2,796,337 | $339M |
| 4 | BlackRock, Inc. | 5.30% | 2,653,889 | $321M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 4.53% | 2,269,602 | $275M |
| 6 | AMERICAN CENTURY COMPANIES INC | 3.74% | 1,872,811 | $227M |
| 7 | GREENHAVEN ASSOCIATES INC | 3.39% | 1,697,369 | $206M |
| 8 | SCHRODER INVESTMENT MANAGEMENT GROUP | 3.39% | 1,696,584 | $198M |
| 9 | STATE STREET CORP | 3.38% | 1,694,556 | $205M |
| 10 | BlackRock, Inc. | 3.01% | 1,505,873 | $182M |
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