ASGN (ASGN) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for June 12, 2025, with voting on director elections, executive compensation, amendments to incentive and stock purchase plans, and auditor ratification.

• Four directors are up for re-election for three-year terms; all nominees have significant industry and leadership experience.

• Advisory votes include executive compensation and amendments to the 2010 Incentive Award and Employee Stock Purchase Plans.

• Deloitte & Touche LLP is proposed for ratification as the independent auditor for 2025.

Voting matters and shareholder proposals

• Proposals include: election of four directors, advisory vote on executive compensation, approval of amendments to the 2010 Incentive Award Plan and Employee Stock Purchase Plan, and auditor ratification.

• Board recommends voting FOR all proposals.

• No shareholder proposals or director nominations were submitted for this meeting.

Board of directors and corporate governance

• Board consists of 10 members, majority independent, with diverse backgrounds in IT, consulting, government, and finance.

• Independent Chair structure maintained; CEO serves as a director but not as a committee member.

• Board committees include Audit, Compensation, Nominating and Corporate Governance, Strategy and Technology, and a temporary Litigation Committee.

• Board and committee meetings were well attended in 2024.