Bristow Group (VTOL) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on June 3, 2026, with shareholders of record as of April 6, 2026, eligible to vote on key proposals.

• Proposals include electing nine directors, an advisory vote on executive compensation, approval of an amendment to the 2021 Equity Incentive Plan, and ratification of KPMG as independent auditors.

• Proxy materials are distributed primarily via the Internet to reduce costs and environmental impact, with paper copies available upon request.

Voting matters and shareholder proposals

• Shareholders will vote on electing nine directors, approving executive compensation, amending the 2021 Equity Incentive Plan, and ratifying KPMG as auditors.

• The board recommends voting in favor of all proposals.

• Shareholders can vote online, by phone, mail, or during the virtual meeting.

Board of directors and corporate governance

• The board consists of nine directors, most of whom are independent, with diverse backgrounds in leadership, finance, aviation, and governance.

• Board committees include Audit, Compensation, and ESG, each composed entirely of independent directors.

• The board separates the roles of Chairman and CEO and conducts regular executive sessions and annual self-evaluations.

• Majority voting and director resignation policies are in place for accountability.