Applovin (APP) Proxy filing summary

Executive summary

• Achieved $5.5 billion in revenue for 2025, representing 70% year-over-year growth, with $4.5 billion in adjusted EBITDA (+87%) and $4.0 billion in free cash flow (+91%).

• Completed the sale of the Apps business to focus on the core advertising platform and launched enhancements to the Axon AI recommendation engine.

• Repurchased $2.2 billion of Class A common stock and increased the repurchase authorization by $3.2 billion in October 2025.

• Transitioned Craig Billings to independent Chairperson, strengthening board independence.

Voting matters and shareholder proposals

• Election of nine directors to serve until the next annual meeting.

• Ratification of Deloitte & Touche LLP as independent auditor for fiscal year 2026.

• Advisory vote on executive compensation (Say-on-Pay).

• Approval of an amendment to the certificate of incorporation for officer exculpation as permitted by Delaware law.

• Stockholder proposal to disclose voting results by class of shares, which the board recommends voting against.

Board of directors and corporate governance

• Board consists of nine members, six of whom are independent; all committees are fully independent.

• Craig Billings appointed as independent Chairperson in April 2026.

• Board committees: Audit, Compensation, and Nominating and Corporate Governance, each with defined oversight roles.

• Annual board and committee self-evaluations and regular executive sessions of independent directors.

• Multi-class share structure maintained, with voting power concentrated among key insiders via a voting agreement.