Core Laboratories (CLB) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 21, 2025, with shareholders voting on director elections, auditor ratification, and executive compensation approval.

• Shareholders of record as of March 26, 2025, are entitled to vote, with 46,702,192 shares outstanding, each entitled to one vote.

• Proxy materials are available online, and shareholders can vote by mail, phone, or internet; in-person attendance requires proof of ownership and registration.

Voting matters and shareholder proposals

• Election of one new Class II Director (Rob Martinovich) and re-election of two current Class II Directors (Martha Carnes and Katherine Murray) for terms expiring in 2028.

• Ratification of KPMG LLP as independent registered public accountants for 2025.

• Advisory vote on executive compensation as described in the CD&A section.

• Shareholder proposals for the 2026 meeting must be received by December 1, 2025, for inclusion in proxy materials.

Board of directors and corporate governance

• The board consists of seven directors divided into three classes, with a single-tier structure and staggered three-year terms.

• Six of seven directors are independent under SEC and NYSE standards.

• Board committees include Audit, Compensation, and Nominating, each with defined charters and independent members.

• The Lead Director, Martha Carnes, presides over executive sessions of independent directors.

• Board and committee meetings had 100% attendance in 2024.