C3.ai (AI) Proxy filing summary

Executive summary

• Annual meeting scheduled for October 26, 2026, with virtual attendance available for shareholders.

• Shareholders are encouraged to review proxy materials and vote by October 25, 2026.

Voting matters and shareholder proposals

• Election of three Class III directors: John C. Dwyer, Michael G. McCaffery, and Stephen M. Ward, Jr.

• Advisory vote on executive compensation (say-on-pay) is on the agenda.

• Ratification of Deloitte & Touche LLP as independent auditor for fiscal year ending April 30, 2027.

• Approval sought for amendment and restatement of the 2020 Equity Incentive Plan.

• Proxies may vote on other business arising at the meeting.

Board of directors and corporate governance

• Board recommends voting in favor of all director nominees and proposals.