State Street Corp

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect 13 nominees to the Board of Directors to serve until the next annual meeting.

2. 2

   Approval of Advisory Proposal on Executive Compensation (Say on Pay

   ManagementBoard: FOR

   Advisory vote to approve the compensation of State Street’s executives as disclosed in the proxy statement, including the Compensation Discussion and Analysis and compensation tables.

   More detail

   This management proposal asks shareholders to cast a non-binding advisory vote to approve the Company’s executive compensation disclosures and program (the “Say on Pay”). Management seeks shareholder approval to validate its compensation decisions for 2025 and to demonstrate alignment between pay and long-term performance. The board recommends a vote FOR, arguing the program emphasizes long-term, performance-based equity, strong deferral and risk-alignment mechanisms (including clawbacks, performance-based RSUs tied to pre-tax margin and fee revenue growth, and ROE/TSR modifiers), and that the Human Resources Committee regularly engages with shareholders. The context includes a recent 93% support at the prior year Say on Pay, ongoing shareholder engagement, CEO and NEO compensation details tied to strong 2025 financial outcomes, and the use of relative TSR and other modifiers to align pay with shareholder returns. The board’s rationale focuses on retention, alignment, and regulatory compliance; it notes the vote is advisory and the committee will consider results in future decisions.

3. 3

   Ratification of the Selection of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify Ernst & Young LLP as State Street’s independent registered public accounting firm for fiscal year 2026.

4. 4

   Shareholder Proposal: Require a Separate Independent Chair

   Shareholder — Friends Fiduciary Corporation (co-filer Sisters of Charity of LeavenworthBoard: AGAINST

   Shareholder proposal requesting the Board adopt a policy and amend the by-laws to require the Chair of the Board be an independent director in the next CEO transition (compliance waived if no independent director is available and willing).

   More detail

   The shareholder proposal seeks to adopt a firm policy and amend by-laws to require an independent Chair in the next CEO transition, arguing separation enhances independent oversight, avoids conflicts of interest, and allows the CEO to focus on running the company; proponents cite governance norms and prior shareholder support. Management counters that the Board should retain flexibility to set leadership structure based on circumstances, emphasizing a robust Lead Director role, annual leadership review, and that a combined Chair/CEO with a strong Lead Director currently serves shareholders’ interests; management recommends voting AGAINST. The contest reflects broader governance debate over separation of chair/CEO roles, shareholder activism on governance standards, and State Street’s current practices and recent investor engagement.

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When is the State Street Corp 2026 annual meeting?

State Street Corp (STT) holds its 2026 annual shareholder meeting on Wednesday, May 20, 2026.

What is the record date for the State Street Corp 2026 meeting?

The record date for the State Street Corp 2026 meeting is Wednesday, March 25, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for State Street Corp's 2026 meeting?

The board is presenting 13 director nominees at the State Street Corp 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the State Street Corp 2026 meeting?

Shareholders will vote on 4 proposals at the State Street Corp 2026 meeting, each tagged with who proposed it and the board's recommendation.