Deluxe (DLX) Proxy Filing summary

Executive summary

• Achieved strategic goals in 2025: shifted revenue mix toward Payments and Data, improved operating leverage, and increased EBITDA and free cash flow, reducing net debt and leverage ratio to 3.2x, ahead of schedule.

• Payments and Data businesses grew 10% in 2025, now representing 47% of revenue, offsetting Print segment declines.

• S&P upgraded credit rating twice in 2025, reflecting operational execution and financial discipline.

• 2025 revenue was $2.133 billion (+0.5% YoY), net income $82.2 million, and adjusted EBITDA $431.5 million (+6.2% YoY).

Voting matters and shareholder proposals

• Shareholders to vote on election of nine directors, advisory say-on-pay for executive compensation, approval of Amendment No. 3 to the Stock Incentive Plan, and ratification of PricewaterhouseCoopers LLP as auditor.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Eight of nine director nominees are independent; board diversity includes three women and two ethnically diverse members.

• Board conducts annual evaluations, has stock ownership guidelines, no poison pill, and maintains separation of Chair and CEO roles.

• Paul R. Garcia to become independent Chair after 2026 meeting.

• Committees: Audit and Finance, Compensation and Talent, Corporate Governance—all comprised of independent directors.