Alta Equipment Group (ALTG) Proxy filing summary

Executive summary

• 2025 was marked by industry challenges including trade policy uncertainty, inflation, and shifting demand, but the company saw improving trends and stabilized equipment markets as the year progressed.

• The business continued its strategic transition toward a more durable, less capital-intensive earnings profile, focusing on product support and higher-quality earnings.

• The company operates in a fragmented industry, leveraging a differentiated model that combines professional management and scaled discipline with local execution.

• The operating strategy emphasizes building density in defined territories, expanding across adjacent products and customer segments, and deepening customer relationships.

• As of 2026, the company enters the year with constructive momentum and a focus on long-term value creation.

Voting matters and shareholder proposals

• Shareholders will vote to elect three director nominees, ratify Deloitte & Touche LLP as auditor for 2026, approve a non-binding say-on-pay for executive compensation, and approve the First Amendment to the 2020 Omnibus Incentive Plan.

• The board recommends voting “FOR” all proposals.

• Only shareholders of record as of April 2, 2026, are entitled to vote, with one vote per share.

• The meeting will be held virtually on May 29, 2026.

Board of directors and corporate governance

• The board is divided into two classes, with three Class II directors up for election for two-year terms.

• Five of six directors are independent under NYSE rules; the CEO is the only employee director.

• The board maintains flexibility to combine or separate the roles of Chairman and CEO; currently, both roles are held by the CEO.

• The board has Audit, Compensation, and Nominating & Corporate Governance Committees, all composed of independent directors.

• Stock ownership guidelines require directors and executives to hold specified multiples of salary or retainer in company stock.