DLH (DLHC) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for March 13, 2025, both in-person in New York and virtually.

• Shareholders can access proxy materials and vote electronically or by mail.

• Proxy materials include the annual report for the year ended September 30, 2024, and the 2025 Proxy Statement.

Voting matters and shareholder proposals

• Election of seven directors to serve until the 2026 Annual Meeting.

• Advisory vote on executive compensation (say-on-pay).

• Advisory vote on the frequency of future say-on-pay votes.

• Approval of the 2025 Equity Incentive Plan.

• Ratification of WithumSmith + Brown PC as independent auditor for fiscal 2025.

Board of directors and corporate governance

• Board recommends voting FOR all director nominees and FOR all proposals except for Proposal 3, where a 1-year frequency is recommended.