American Tower (AMT) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 20, 2026, with voting on four key proposals, including director elections, executive compensation, auditor ratification, and a new equity incentive plan.

• 2025 saw strong financial performance: revenue up 5.1% to $10.6B, net income up 12.2% to $2.5B, and adjusted EBITDA up 4.7% to $7.1B.

• Board and management focused on sustainable growth, operational efficiency, and disciplined capital allocation, with significant investments in digital infrastructure and AI governance.

• Board refreshment continued, with two new independent directors added in 2025 and six since 2021, enhancing diversity and expertise.

Voting matters and shareholder proposals

• Proposal 1: Election of 11 directors for a one-year term.

• Proposal 2: Advisory vote to approve executive compensation.

• Proposal 3: Ratification of Deloitte & Touche LLP as independent auditor for 2026.

• Proposal 4: Approval of the 2026 Equity Incentive Plan, replacing the 2007 plan.

Board of directors and corporate governance

• 91% of director nominees are independent; board has a mix of tenures and diverse skills in leadership, finance, technology, and sustainability.

• Board leadership structure features an independent chairperson and regular executive sessions.

• Annual board and committee evaluations are conducted with independent consultants, leading to ongoing improvements in governance and succession planning.

• Stockholders have rights to proxy access, call special meetings, and act by written consent.