Commercial Vehicle Group (CVGI) Proxy filing summary

Executive summary

• Achieved strong year-over-year profitability improvement in 2025 despite challenging demand, focusing on cost structure, market diversification, and capital efficiency for future growth.

• Strategic actions are underway to drive accretive growth, margin expansion, and enhanced shareholder value into 2026 and beyond.

• Virtual annual meeting scheduled for May 14, 2026, with all stockholders able to participate online.

Voting matters and shareholder proposals

• Stockholders will vote on: election of seven directors, approval of the Second Amended and Restated 2020 Equity Incentive Plan, advisory vote on executive compensation, and ratification of KPMG LLP as independent auditor.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be received by December 28, 2026.

Board of directors and corporate governance

• Board consists of seven members, six of whom are independent; ongoing refreshment with one new director added in the last year.

• Board leadership structure features an independent, non-executive Chairman.

• Committees: Audit, Compensation, and Nominating, Governance & Sustainability, all comprised of independent directors.

• 100% director attendance at meetings in 2025; robust evaluation and engagement processes.

• Board diversity in skills, experience, and backgrounds; average director age is 58.