Spire Global Inc

1. 1

   Election of two Class II directors, William Porteous and Toni Rinow

   ManagementBoard: FOR

   Elect two Class II directors, William Porteous and Toni Rinow, to serve until the 2029 annual meeting.

2. 2

   Advisory vote on the frequency of future advisory votes to approve the compensation of our Named Executive Officers

   ManagementBoard: FOR

   Non-binding advisory vote where stockholders indicate preference for how often the company should hold future say-on-pay votes (options: one year, two years, three years, or abstain).

   More detail

   This management proposal asks stockholders to indicate, on a non-binding basis, their preferred frequency for future advisory 'say-on-pay' votes — choosing among one, two, or three years (or abstaining). Management is seeking this input now because Section 14A of the Exchange Act requires the company to solicit this advisory preference periodically, and the company is no longer an emerging growth company so it must hold this frequency vote at least once every six years. The board recommends an annual vote, asserting that yearly advisory votes will provide more timely and meaningful feedback to the compensation committee and improve engagement with stockholders on pay philosophy, policies and program design. The proposal is advisory only and does not bind the board, which retains discretion to adopt a different cadence if it determines that to be in stockholders' best interests. From a governance perspective, an annual preference signal can increase accountability and allow shareholders to react rapidly to material changes in executive compensation structures, while less frequent votes ease administrative burden but reduce immediacy of shareholder feedback. Investors inclined toward active governance and responsiveness are likely to support the one-year option; longer intervals may appeal to those preferring stability and fewer advisory votes. The company’s stated operational and pay-for-performance focus, including large equity awards and short-term incentive metrics, makes the frequency of feedback relevant to how closely management’s incentives align with shareholder interests. Ultimately, the vote's practical impact depends on the board’s willingness to act on the outcome; management signals that it values engagement but retains discretion, so a strong shareholder preference could influence future compensation design and engagement practices.

3. 3

   Advisory vote to approve the compensation of our Named Executive Officers

   ManagementBoard: FOR

   Non-binding advisory (say-on-pay) vote to approve, on a non-binding basis, the compensation paid to the Company’s named executive officers as disclosed in the proxy statement.

   More detail

   This management proposal asks shareholders to cast a non-binding advisory vote approving the overall compensation paid to the company's named executive officers as disclosed under Item 402 of Regulation S-K, including both the compensation tables and narrative discussion. Management seeks shareholder endorsement to demonstrate broad support for its pay philosophy, mix of cash and equity compensation, and specific 2025 decisions such as sizable RSU grants, structured short-term incentive targets tied to cash and revenue, and severance/change-in-control provisions. The vote is expressly non-binding; however, the board and compensation committee have committed to considering the outcomes when setting future pay, which makes the advisory result an important governance signal. The company's compensation program emphasizes pay-for-performance, with incentive payouts tied to cash and revenue metrics and Clawback and equity-based long-term incentives; proponents of alignment will view the program favorably, while skeptics may focus on the size and timing of equity grants and executive severance protections. Given recent corporate actions (divestiture of maritime business, leadership transition, debt elimination) and the emphasis on equity awards and retention grants, shareholders will weigh whether the disclosed compensation adequately aligns management incentives with long-term value creation. A 'For' vote supports management’s retention and incentive strategy; a 'Against' or 'Against/Withhold' outcome could prompt the board to engage with major holders and potentially adjust program design or disclosures. The board's response language indicates receptivity to shareholder views, but ultimate changes remain at the board’s discretion. For activist or governance-focused investors, the vote provides an opportunity to press for more explicit performance linkage, time-based vesting adjustments, or changes to severance and change-in-control arrangements; for long-term holders, endorsement may reflect confidence in management's execution and strategy.

4. 4

   Ratification of appointment of KPMG LLP as independent auditors for 2026

   ManagementBoard: FOR

   Ratify the audit committee's appointment of KPMG LLP as the company’s independent registered public accounting firm for fiscal year 2026.

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When is the Spire Global Inc 2026 annual meeting?

Spire Global Inc (SPIR) holds its 2026 annual shareholder meeting on Wednesday, May 27, 2026.

What is the record date for the Spire Global Inc 2026 meeting?

The record date for the Spire Global 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 Spire Global Inc's 2026 meeting?

The board is presenting 2 director nominees at the Spire Global Inc 2026 meeting, listed with their independence status and background.

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

Shareholders will vote on 4 proposals at the Spire Global Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.