Cimpress (CMPR) Proxy filing summary

Executive summary

• AGM scheduled for Dec. 8, 2026, in Dublin; shareholders will vote on six proposals, and the Board recommends FOR each.

• Fiscal 2026 financial statements and directors’ and auditor’s reports will be presented for consideration at the meeting.

Voting matters and shareholder proposals

• Proposal 1 seeks Sophie A. Gasperment’s reappointment for a three-year term ending at the 2029 AGM.

• Proposal 2 is an annual, non-binding say-on-pay vote; the Compensation Committee will consider shareholder feedback in future compensation decisions.

• Proposals 3 and 4 seek 18-month authority, through June 8, 2028, to issue up to 20% of outstanding shares and waive statutory preemption rights for cash issuances.

• Proposals 5 and 6 seek PwC Ireland’s reappointment through the 2027 AGM and authority for the Board or Audit Committee to set its remuneration.

• Proposals 1–3 and 5–6 require a majority of votes cast; Proposal 4 requires 75%.

Board of directors and corporate governance

• The five-member Board has four independent non-employee directors; Robert S. Keane is Chair and CEO.

• The Board met seven times in FY2026; each director attended more than 87.5% of applicable Board and committee meetings.

• The Board has Audit, Compensation and Nominating Committees; governance guidelines call for independent committee membership and periodic Board and committee self-evaluations.

• Directors and executives are subject to share ownership guidelines: 5x base salary for the CEO and 3x for other executives and directors, with four years to comply.