Independent
Tenure on this board
4.1 yrs
9 nominees · 4 ballot items.
Election of nine directors; ratification of PricewaterhouseCoopers LLP as independent auditors for 2026; advisory (non-binding) vote to approve 2025 executive compensation; approval of Second Amended and Restated 2008 Incentive Compensation Plan increasing share reserve and making administrative changes.
Elect nine nominees — Laura A. Linynsky; Thomas A. McEachin; Kurt D. Newman, M.D.; Mark S. Ordan; Michael A. Rucker; Guy P. Sansone; John M. Starcher, Jr.; Shirley A. Weis; and Sylvia J. Young — each for a term expiring at the next annual meeting or until a successor is elected.
Ratify PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year.
Non-binding advisory vote to approve the compensation paid to the named executive officers for the 2025 fiscal year, as disclosed in the Proxy Statement.
Approve amendment to increase the Plan share reserve by 8,000,000 shares to 42,975,000, extend the Plan term, eliminate legacy provisions, and make administrative changes to maintain ability to grant equity awards.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 11.09% | 9,110,244 | $195M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 7.49% | 6,154,126 | $132M |
| 3 | AMERICAN CENTURY COMPANIES INC | 4.78% | 3,925,366 | $84M |
| 4 | VICTORY CAPITAL MANAGEMENT INC | 4.68% | 3,841,933 | $82M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 4.45% | 3,656,321 | $78M |
| 6 | DIMENSIONAL FUND ADVISORS LP | 4.44% | 3,649,679 | $78M |
| 7 | STATE STREET CORP | 4.11% | 3,378,500 | $72M |
| 8 | BlackRock, Inc. | 3.34% | 2,741,613 | $59M |
| 9 | FMR LLC | 2.76% | 2,264,779 | $48M |
| 10 | WASATCH ADVISORS LP | 2.50% | 2,050,524 | $44M |
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