Chemed (CHE) Proxy filing summary

Executive summary

• Annual Meeting scheduled for May 18, 2026, to elect directors, ratify the auditor, hold a say-on-pay vote, and address other business.

• Record date for voting is March 23, 2026, with 14,614,676 shares outstanding, each entitled to one vote.

• Proxy voting is available by mail, telephone, Internet, or in person at the meeting.

Voting matters and shareholder proposals

• Proposals include election of nine directors, ratification of PricewaterhouseCoopers LLP as auditor, and an advisory vote on executive compensation.

• Shareholders may submit proposals for the 2027 meeting by December 7, 2026, and proxy access is available for significant shareholders.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of nine nominees (two women, seven men; one African American/Black director).

• Majority voting standard for uncontested director elections; all nominees are current directors.

• Three standing committees: Audit, Compensation, and Nominating, all with independent members.

• Board leadership is separated between CEO and Chairman roles.

• Annual board and committee self-evaluations; diversity considered in nominations.