Radiant Logistics Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect Bohn H. Crain, Richard P. Palmieri, Michael Gould, and Kristin E. Toth to serve until the next annual meeting and until their successors are elected and qualified.

2. 2

   Ratification of Appointment of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the appointment of Baker Tilly US, LLP as Radiant Logistics' independent registered public accounting firm for the fiscal year ending June 30, 2027.

3. 3

   Advisory Vote on Executive Compensation

   ManagementBoard: FOR

   Approve, on an advisory and non-binding basis, the compensation paid to Radiant Logistics' named executive officers as disclosed in the proxy statement.

   More detail

   Proposal 3 asks stockholders to approve, on a non-binding advisory basis, the compensation paid to the Company's named executive officers as disclosed in the proxy statement. The resolution expressly covers the Compensation Discussion and Analysis, compensation tables, related narrative discussion, footnotes, and other related material. The Board is seeking approval under Section 14A of the Exchange Act and the Dodd-Frank Act's say-on-pay requirements. Management emphasizes a compensation philosophy based on aligning executive pay with Company performance and executives' financial interests with those of stockholders. The program combines fixed base salary with quarterly short-term cash incentives and long-term equity awards consisting of time-vested restricted stock units and performance stock units. Management states that the design emphasizes a meaningful performance-based component, long-term incentives, predetermined financial metrics, individual goals, and retention. The Company also highlights governance safeguards including stock ownership requirements, a clawback policy, double-trigger change-of-control protections, and restrictions on hedging and pledging. Approximately 96% of votes cast supported the prior year's say-on-pay proposal, and the Company reports that it made no significant structural changes in response to that result. The Board believes fiscal 2026 compensation was reasonable and justified by Company performance, including reported revenue, adjusted gross profit, adjusted EBITDA, and net income, and unanimously recommends a FOR vote. Because the vote is advisory, its outcome will not bind the Company, although the AEOC and Board state that they expect to consider the results in future compensation decisions.

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When is the Radiant Logistics Inc 2026 annual meeting?

Radiant Logistics Inc (RLGT) holds its 2026 annual shareholder meeting on Monday, November 16, 2026.

What is the record date for the Radiant Logistics Inc 2026 meeting?

The record date for the Radiant Logistics Inc 2026 meeting is Tuesday, September 29, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Radiant Logistics Inc's 2026 meeting?

The board is presenting 4 director nominees at the Radiant Logistics Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Radiant Logistics Inc 2026 meeting?

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