Altria Group (MO) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 14, 2026, will be held virtually, allowing shareholders to vote and ask questions online.

• Key business includes electing 10 directors, ratifying the external auditor, and an advisory vote on executive compensation.

• Leadership transition announced: Sal Mancuso to become CEO and Heather Newman to become CFO after the meeting.

• Company vision focuses on transitioning adult smokers to smoke-free products, expanding internationally, and exploring non-nicotine growth.

• 2025 marked by strong financial performance, dividend increases, and significant cash returns to shareholders.

Voting matters and shareholder proposals

• Shareholders will vote on electing 10 director nominees, ratifying PricewaterhouseCoopers LLP as auditor, and a non-binding advisory vote on executive compensation.

• Board recommends voting FOR all director nominees, FOR auditor ratification, and FOR the say-on-pay proposal.

• Shareholders can submit proposals and director nominations for future meetings following established procedures.

Board of directors and corporate governance

• Board consists of 12 directors, with 10 standing for election; 9 of 10 nominees are independent.

• Board diversity: 70% gender and ethnic diversity, average tenure 5.8 years, average age 64.9.

• Separate roles for Board Chair and CEO; all committees are composed solely of independent directors.

• Board succession planning and refreshment emphasized, with ongoing evaluation of skills and diversity.

• Comprehensive governance guidelines, codes of conduct, and robust director onboarding and education programs in place.