Newmarket Corp

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect seven director nominees named in the proxy statement to serve one-year terms.

2. 2

   Ratification of Appointment of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the appointment of PricewaterhouseCoopers LLP as NewMarket’s independent registered public accounting firm for fiscal year ending December 31, 2026.

   More detail

   The proposal asks shareholders to ratify the Audit Committee’s appointment of PwC as the company’s independent registered public accounting firm for 2026. Management seeks shareholder ratification to formalize the Audit Committee’s engagement and to provide accountability and transparency to investors; ratification is also treated as routine to permit brokers to vote uninstructed shares. Context includes the Audit Committee’s oversight responsibilities and disclosure of PwC fees for 2024–2025 which show audit, audit-related, tax and other fees; management emphasizes PwC’s role auditing financial statements and internal control over financial reporting. The Audit Committee and the Board unanimously recommend a vote FOR, citing PwC’s qualifications and independence and the committee’s review and pre-approval policies. This is a routine, low-controversy governance matter without significant shareholder dissent noted in the filing.

3. 3

   Advisory Vote on Approval of Executive Compensation (Say-on-Pay

   ManagementBoard: FOR

   Non-binding, advisory vote to approve the compensation paid to named executive officers as disclosed in the proxy statement.

   More detail

   The advisory say-on-pay proposal asks shareholders to approve, on a non-binding basis, the company’s executive compensation program as described in the CD&A and related disclosures. Management seeks this approval to gauge shareholder support for its compensation policies, which emphasize pay-for-performance via substantial performance-based equity and bonus structures, and to inform future compensation decisions. The CD&A details compensation philosophy, peer benchmarking, Executive Bonus Plan mechanics tied to operating profit, long-term performance stock awards based on five-year EPS growth, and other governance features such as clawback policy and no change-in-control agreements. The board and Compensation Committee unanimously recommend a FOR vote, noting a 99.1% prior approval in 2025 and asserting the program aligns executives’ interests with shareholders. The matter is advisory and non-binding; management commits to consider shareholder feedback but retains final authority on compensation design.

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When is the Newmarket Corp 2026 annual meeting?

Newmarket Corp (NEU) holds its 2026 annual shareholder meeting on Thursday, April 23, 2026.

What is the record date for the Newmarket Corp 2026 meeting?

The record date for the Newmarket Corp 2026 meeting is Tuesday, February 24, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Newmarket Corp's 2026 meeting?

The board is presenting 7 director nominees at the Newmarket Corp 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Newmarket Corp 2026 meeting?

Shareholders will vote on 3 proposals at the Newmarket Corp 2026 meeting, each tagged with who proposed it and the board's recommendation.