Sunrun Inc

1. 1

   Election of Directors (nine nominees

   ManagementBoard: FOR

   Elect nine directors—Lynn Jurich, Mary Powell, Alan Ferber, Katherine August-deWilde, John Trinta, Sonita Lontoh, Leslie Dach, Craig Cornelius, and Edward Fenster—to serve until the 2027 annual meeting.

2. 2

   Advisory Vote to Approve Named Executive Officer Compensation (Say-on-Pay

   ManagementBoard: FOR

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

   More detail

   This management proposal asks stockholders to cast a non-binding advisory vote to approve the Company’s executive compensation disclosures and program for its named executive officers. Management seeks endorsement to confirm that its compensation design—centered on a pay-for-performance philosophy with a high proportion of performance-based equity (PSUs), an annual bonus with a Cash Generation ‘circuit breaker,’ and other governance adjustments—reflects stockholder interests and effective alignment with long-term value creation. The Company emphasizes recent changes made in response to investor feedback, including moving PSUs to three-year performance periods, raising the rTSR percentile at target, capping rTSR PSU payouts at target when absolute TSR is negative, removing evergreen features, prohibiting option repricing without stockholder approval, and steps to limit equity burn. The Board frames these changes as addressing prior stockholder concerns after the 2025 say-on-pay (which received ~67.6% support) and as further strengthening alignment between pay and Cash Generation and TSR outcomes. Because the vote is advisory, a failure to receive majority support would not automatically change compensation but would trigger further engagement and potential program redesign by the Compensation Committee and the Board. Investors evaluating the proposal should weigh the quantitative mechanics of the PSU and bonus metrics (rTSR peer benchmarking, multi-year Cash Generation targets, and the $100M cash threshold for certain bonuses) against realized payouts and recent operational performance (e.g., record Cash Generation in 2025). The proposal sits within a broader governance context where the Company has recently declassified the Board, altered equity plan features, and increased disclosure—factors that mitigate some concerns about dilution and responsiveness. Overall, a FOR vote signals stockholder acceptance of the Company’s approach to linking executive pay to multi-year financial and relative market performance; a vote AGAINST would reflect unresolved concerns about target rigor, dilution, or the effectiveness of recent reforms and would likely prompt enhanced engagement and potential future adjustments by the Board.

3. 3

   Ratification of Ernst & Young LLP as Independent Registered Public Accounting Firm for Fiscal 2026

   ManagementBoard: FOR

   Ratify the appointment of Ernst & Young LLP as Sunrun’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

Upcoming shareholder meetings at Sunrun Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.

When is the Sunrun Inc 2026 annual meeting?

Sunrun Inc (RUN) holds its 2026 annual shareholder meeting on Thursday, May 28, 2026.

What is the record date for the Sunrun Inc 2026 meeting?

The record date for the Sunrun Inc 2026 meeting is Thursday, April 2, 2026. Shareholders of record on or before that date are eligible to vote.

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

The board is presenting 9 director nominees at the Sunrun Inc 2026 meeting, listed with their independence status and background.

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

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