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.

• The company continues to focus on high-value IT consulting, with consulting revenues reaching 58% of total revenues in 2024.

• A $750 million share buyback program was authorized, with $327.2 million deployed in 2024.

• The company switched its GICS code to the Information Technology sector.

Voting matters and shareholder proposals

• Four directors are up for election for three-year terms expiring in 2028.

• Advisory vote on executive compensation, approval of amendments to the 2010 Incentive Award Plan and Employee Stock Purchase Plan, and ratification of Deloitte & Touche LLP as auditor are on the agenda.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of 10 members, with a mix of gender and ethnic diversity.

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

• All directors except the CEO are independent under NYSE standards.

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

• Board and committee attendance was high in 2024.