Columbia Sportswear Company (COLM) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on June 5, 2025, with shareholders voting on the election of ten directors, ratification of Deloitte & Touche LLP as auditor, a non-binding vote on executive compensation, and a shareholder proposal on GHG emissions targets.

• In 2024, net sales declined 3% to $3.37 billion, operating income fell 13% to $270.7 million, and diluted EPS dropped 7% to $3.82. The company focused on inventory reduction, cost savings, and shareholder returns through $70 million in dividends and $318 million in share repurchases.

• Strategic priorities include accelerating profitable growth, product innovation, brand engagement, consumer experience, omni-channel distribution, and fostering a diverse, inclusive workplace.

Voting matters and shareholder proposals

• Shareholders will vote on four main items: election of ten directors, ratification of Deloitte & Touche LLP as auditor, approval of executive compensation (say-on-pay), and a shareholder proposal for GHG emissions reduction targets.

• The Board recommends voting for all directors, for the auditor ratification, for executive compensation, and against the GHG emissions reduction proposal.

• The GHG proposal requests adoption of measurable emissions reduction targets; the Board opposes it, citing ongoing sustainability efforts and industry collaboration.

Board of directors and corporate governance

• The Board consists of ten members, nine of whom are independent; the CEO also serves as Chairman, with a Lead Independent Director in place.

• Board diversity is considered, with 30% female and 10% from two or more races/ethnicities.

• Three standing committees: Audit, Talent and Compensation, and Nominating and Corporate Governance, all composed of independent directors.

• Annual board and committee self-evaluations are conducted, and director nominations consider a broad range of backgrounds and skills.