Seacor Marine Holdings Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect six directors—Andrew R. Morse, John Gellert, Alfredo Miguel Bejos, Julie Persily, R. Christopher Regan, and Lisa P. Young—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 asking stockholders to approve the compensation of the Company’s Named Executive Officers as disclosed in the Proxy Statement (the “Say on Pay” advisory resolution).

   More detail

   This management proposal requests a non-binding advisory approval of the Company’s Named Executive Officer compensation as disclosed in the Proxy Statement (the customary “Say on Pay” vote). Management seeks this approval to validate its compensation philosophy and program design—intended to align executive interests with long-term shareholder value through a mix of cash, time‑based restricted stock and performance‑restricted stock units (PRSUs)—and to demonstrate continued stockholder support for its pay decisions. The proposal is advisory only and will not alter compensation already awarded, however the Board and Compensation Committee state they will review and consider voting results when setting future pay. Contextually, stockholder support for the Company’s 2025 Say on Pay was low (54% in favor), prompting the Compensation Committee to engage with major institutional holders, solicit feedback, and adopt program changes for 2026 (e.g., increased allocation to PRSUs, reduced share‑price thresholds, and longer restricted‑stock vesting) intended to better align pay with performance and improve perceived attainability. Management argues these features balance retention, pay‑for‑performance and the Company’s stock volatility, while giving the committee discretion to respond to business and market conditions. Critics could point to the prior year’s weak support and to the discretion used in 2025 bonus determinations as reasons to withhold support until more formulaic, core‑metric driven structures and clearer linkages to shareholder returns are adopted. The Board’s recommendation to vote FOR reflects its view that the current program, including recent adjustments, aligns executives’ incentives with shareholder value and addresses stockholder feedback, while retaining flexibility needed for a business subject to commodity and market volatility. Given the advisory nature, investors should weigh the Company’s recent shareholder engagement, the disclosed changes for 2026, and historical Say on Pay support when assessing governance and compensation alignment.

3. 3

   Ratification of Appointment of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

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

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When is the Seacor Marine Holdings Inc 2026 annual meeting?

Seacor Marine Holdings Inc (SMHI) holds its 2026 annual shareholder meeting on Tuesday, June 2, 2026.

What is the record date for the Seacor Marine Holdings Inc 2026 meeting?

The record date for the Seacor Marine Holdings Inc 2026 meeting is Monday, April 13, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Seacor Marine Holdings Inc's 2026 meeting?

The board is presenting 6 director nominees at the Seacor Marine Holdings Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Seacor Marine Holdings Inc 2026 meeting?

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