Independent
Tenure on this board
6.3 yrs
Also a director at
Corpay Inc (CPAY)
10 nominees · 3 ballot items.
Elect ten directors; ratify KPMG as independent auditors for 2026; and approve, on an advisory basis, executive compensation.
Election of ten nominees to serve as directors until the 2027 annual meeting.
Ratify and approve KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2026.
Non-binding advisory vote to approve the compensation of the named executive officers as disclosed in the proxy statement.
This advisory (non-binding) management proposal asks stockholders to approve, on an annual basis, the compensation paid to the company's named executive officers as disclosed in the Compensation Discussion and Analysis and accompanying tables. Management seeks shareholder approval to confirm alignment between pay practices and company performance; the board recommends a vote FOR, arguing the compensation program is designed to attract, retain and motivate executives, uses objective performance measures (adjusted ROE and other metrics) and includes mechanisms such as restricted stock, LTIP, EPP, clawback and governance features to align pay and long-term shareholder value. The advisory vote is non-binding but will be considered by the Compensation Committee and Board in future decisions; the company notes prior shareholder support (85.9% in 2025) and that the Board has determined to hold say-on-pay votes annually per prior shareholder approval of the say-on-frequency proposal. The fiscal year 2025 compensation decisions are contextualized by the company's strong financial performance, material acquisitions and record operating results, which management points to in support of the pay outcomes.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 9.5% | 7,548,442 | $609M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.7% | 3,740,986 | $302M |
| 3 | AMERICAN CENTURY COMPANIES INC | 4.3% | 3,398,475 | $274M |
| 4 | PRICE T ROWE ASSOCIATES INC /MD/ | 4.3% | 3,372,508 | $272M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 3.8% | 3,024,896 | $244M |
| 6 | STATE STREET CORP | 3.5% | 2,782,201 | $224M |
| 7 | Van Berkom Associates Inc. | 3.5% | 2,768,516 | $223M |
| 8 | T. Rowe Price Investment Management, Inc. | 3.2% | 2,511,192 | $203M |
| 9 | BlackRock, Inc. | 2.9% | 2,268,245 | $183M |
| 10 | DIMENSIONAL FUND ADVISORS LP | 2.4% | 1,906,280 | $154M |
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