CorVel (CRVL) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for August 7, 2025, with a record date of June 13, 2025, and 51,440,930 shares eligible to vote.

• Key proposals include electing six directors, ratifying the auditor, and approving a new stock incentive plan.

• The Board unanimously recommends voting for all director nominees and both other proposals.

• Proxy materials are provided online to enhance efficiency and reduce environmental impact.

Voting matters and shareholder proposals

• Proposals: (1) Elect six directors for one-year terms; (2) Ratify Haskell & White LLP as auditor for FY2026; (3) Approve the 2025 Stock Incentive Plan.

• All proposals have a Board recommendation of “FOR.”

• Voting can be done online, by phone, mail, or in person.

• Shareholder proposals for the 2026 meeting must be submitted by February 24, 2026.

Board of directors and corporate governance

• The Board is declassified; all directors are elected annually.

• Five of six directors are independent; committees are fully independent.

• New Chairman appointed in FY2025; Lead Independent Director role is established.

• Board committees: Audit, Compensation, Nomination and Governance.

• Board diversity and skills are emphasized in director selection.