Constellium (CSTM) Proxy filing summary

Executive summary

• The annual general meeting is scheduled for May 21, 2026, in Paris, with proxy materials distributed from April 10, 2026, to shareholders of record as of April 1, 2026.

• The agenda includes 16 resolutions covering director appointments, executive compensation, financial statements, share repurchases, and capital reductions.

• The company transitioned from foreign private issuer status as of January 1, 2026, and now complies with NYSE and SEC rules for domestic issuers.

• Forward-looking statements highlight risks such as market competition, economic conditions, geopolitical tensions, and operational disruptions.

Voting matters and shareholder proposals

• Shareholders will vote on ratification and appointment of directors, approval of executive compensation, frequency of say-on-pay votes, financial statements, discharge of directors, allocation of results, director fees, share repurchase authorizations, and capital reductions.

• Board recommends voting for annual say-on-pay, approval of financials, and all director appointments.

• Shareholders can submit proposals if holding at least 2.88% of share capital, with strict submission deadlines.

Board of directors and corporate governance

• The board consists of one executive director (CEO), eight non-executive directors, and two employee directors, with 73% independent and 45% female representation.

• Four standing committees: Audit, Human Resources, Nominating and Governance, and Safety and Sustainability, all comprised solely of independent directors.

• Board Charter revised for domestic filer status; directors expected to attend all meetings, with high attendance in 2025.

• Succession planning and board refreshment are emphasized, with 73% of directors having tenure under five years.