Tractor Supply Co

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect the ten director nominees named in the proxy statement to serve one-year terms until the 2027 Annual Meeting.

2. 2

   Ratification of Appointment of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the reappointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year ending December 26, 2026.

   More detail

   This management proposal requests ratification of the Audit Committee’s selection of Ernst & Young LLP as Tractor Supply’s independent registered public accounting firm for fiscal 2026. Management and the Audit Committee support continuity and institutional knowledge after EY’s long tenure since 2001; stockholder ratification is non-binding but provides a public endorsement of the appointment. The proxy explains that ratification isn’t required but that, absent stockholder approval, the Audit Committee would reconsider the engagement. The Board recommends a FOR vote, citing the firm’s independence and the Audit Committee’s oversight. The proposal is routine (auditor ratification) and carries low controversy; failure to ratify could prompt a change in auditor but does not bind the Committee to a course of action.

3. 3

   Advisory Vote to Approve Executive Compensation (Say on Pay

   ManagementBoard: FOR

   Approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement.

   More detail

   This management proposal asks shareholders to approve, on a non-binding advisory basis, the Company’s executive compensation programs and the compensation awarded to Named Executive Officers as disclosed in the proxy statement. Management explains that the program is heavily performance-based (short-term CIP and long-term equity: stock options, RSUs, PSUs with performance metrics and a relative TSR modifier), that the Compensation and Human Capital Committee conducted benchmarking and retained an independent consultant, and that they recently approved a $20 million retention equity package for the CEO consisting of PSUs (60%) and RSUs (40%) with extended vesting, to retain leadership through the Life Out Here 2030 strategy. The Board recommends a FOR vote, arguing that compensation aligns executives with stockholders and long-term value creation; the vote is advisory and will be considered by the Committee in future decisions.

4. 4

   Other Business

   Management

   Transact any other business properly introduced at the Annual Meeting; proxies will vote at their discretion on such matters.

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When is the Tractor Supply Co 2026 annual meeting?

Tractor Supply Co (TSCO) holds its 2026 annual shareholder meeting on Thursday, May 14, 2026.

What is the record date for the Tractor Supply Co 2026 meeting?

The record date for the Tractor Supply Co 2026 meeting is Monday, March 16, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Tractor Supply Co's 2026 meeting?

The board is presenting 10 director nominees at the Tractor Supply Co 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Tractor Supply Co 2026 meeting?

Shareholders will vote on 4 proposals at the Tractor Supply Co 2026 meeting, each tagged with who proposed it and the board's recommendation.