CBRE Group (CBRE) Proxy filing summary

Executive summary

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

• Key agenda items include electing 10 directors, ratifying KPMG LLP as auditor, an advisory vote on executive compensation, and a shareholder proposal on special meetings.

• The company reported strong financial performance in 2025, with revenue of $40.6B (+13.4%), GAAP net income of $1.2B (+19.5%), and Core EBITDA of $3.3B (+22.3%).

• Major acquisitions included Pearce Services and the remaining equity in Industrious, with $2.7B deployed in capital and $956M in share repurchases.

• The company maintains a robust governance framework, emphasizing diversity, independence, and active shareholder engagement.

Voting matters and shareholder proposals

• Shareholders will vote on electing 10 board-nominated directors, ratifying KPMG LLP as auditor, approving executive compensation, and a shareholder proposal to lower the threshold for calling special meetings from 25% to 10%.

• The board recommends voting for all directors, for auditor ratification, for executive compensation, and against the shareholder proposal on special meetings.

• The board opposes the special meeting proposal, citing existing rights, prior shareholder votes favoring a higher threshold, and alignment with market standards.

Board of directors and corporate governance

• The board consists of 10 nominees, 8 of whom are independent, with a diverse mix of skills, backgrounds, and experience.

• Annual board, committee, and director evaluations are conducted, and there are strict overboarding and stock ownership policies.

• The board chair is also the CEO, with a lead independent director providing additional oversight.

• Four standing committees (Audit, Compensation, Governance, Finance & Investment) are composed entirely of independent directors.