A10 Networks (ATEN) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for April 22, 2026, with voting on director elections, executive compensation, frequency of say-on-pay votes, and auditor ratification.

• Proxy materials are available online, and shareholders are encouraged to vote via internet, phone, or mail.

• The board is composed of five members, with four independent directors and a focus on diversity and refreshment.

Voting matters and shareholder proposals

• Shareholders will vote on electing five director nominees for one-year terms, approving executive compensation (say-on-pay), determining the frequency of future say-on-pay votes, and ratifying Grant Thornton LLP as the independent auditor for 2026.

• The board recommends voting for all director nominees, for executive compensation, for annual say-on-pay votes, and for auditor ratification.

• Shareholders may submit proposals or director nominations for the 2027 meeting, following specific deadlines and procedures.

Board of directors and corporate governance

• The board is fully declassified, with all directors elected annually.

• 60% of directors self-identify as diverse; average tenure is 7.5 years and average age is 58.

• Board committees include audit, compensation, and nominating/governance, all composed of independent directors.

• The lead independent director role is held by Eric Singer, who facilitates board independence and stockholder engagement.

• The board annually reviews director commitments and overboarding, responding to shareholder feedback with enhanced disclosure and committee leadership rotation.

• Corporate governance guidelines, code of conduct, and insider trading policy are in place and regularly reviewed.