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Omnicom Group (OMC) investor relations material
Omnicom Group Proxy Filing summary
Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.Executive summary
Special Meeting scheduled for January 28, 2026, to approve the 2026 Incentive Award Plan following the acquisition of IPG, with voting conducted virtually and no physical location.
The new plan is designed to align incentives for the expanded workforce, support retention, and tie compensation to company performance, replacing all prior equity plans upon approval.
The plan authorizes 27,390,000 shares, with detailed provisions to limit dilution, prevent repricing, and ensure best practices in equity compensation.
Shareholder approval is required for NYSE compliance, and the plan is expected to fund equity compensation needs for at least five years.
Voting matters and shareholder proposals
The sole proposal is the approval of the 2026 Incentive Award Plan, with the Board unanimously recommending a vote in favor.
Shareholders may submit proposals or director nominations for the 2026 Annual Meeting within specified timeframes and requirements.
Proxy access allows certain shareholders to nominate directors via company proxy materials.
Board of directors and corporate governance
The Compensation Committee is composed entirely of independent directors, with no interlocks or insider participation.
Non-employee directors receive annual cash retainers, meeting fees, and quarterly stock awards, with increased compensation effective January 2025.
Directors are subject to stock ownership guidelines and may elect to defer stock awards.
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