CBL & Associates Properties (CBL) Proxy filing summary

Executive summary

• The 2026 annual meeting will be held virtually on May 21, 2026, allowing shareholders to vote and submit questions online.

• Shareholders can vote by mail, phone, internet, or during the virtual meeting using a 16-digit control number.

• The record date for voting eligibility is April 7, 2026, with 30,944,792 shares outstanding.

Voting matters and shareholder proposals

• Proposal 1: Re-election of seven director nominees for a one-year term.

• Proposal 2: Ratification of Deloitte & Touche LLP as independent auditors for fiscal year 2026.

• Proposal 3: Advisory vote to approve executive compensation (say-on-pay).

• Shareholders may submit proposals for the 2027 meeting by December 23, 2026.

Board of directors and corporate governance

• Six of seven director nominees are independent; board committees are fully independent.

• Board leadership is separated, with an independent chair and CEO.

• Annual board and committee evaluations, director resignation policy, and minimum stock ownership requirements are in place.

• Board diversity: 14% gender, 29% racial/ethnic; average age 62, average tenure 7.8 years.

• Three standing committees: Audit, Compensation, and Nominating/Corporate Governance, all chaired by independent directors.