EVERTEC (EVTC) Proxy Filing summary

Executive summary

• Achieved record-breaking revenue in 2024, driven by successful integration of Sinqia and additional acquisitions of Zunify, Grandata, and Nubity, strengthening presence in Latin America and expanding product offerings.

• Implemented cost efficiency measures, resulting in margins exceeding expectations and growth in Adjusted EBITDA and Adjusted Earnings per share across all business segments.

• Focus for 2025 is on organic revenue growth, margin optimization, and disciplined capital allocation.

• Engaged with stockholders representing over 60% of shares to gather feedback, which influenced governance and compensation disclosures.

Voting matters and shareholder proposals

• Proposals include election of directors, advisory vote on executive compensation (Say-on-Pay), and ratification of Deloitte & Touche LLP as independent auditor for 2025.

• Board recommends voting FOR all director nominees, executive compensation, and auditor ratification.

• Stockholders may also transact other business at the annual meeting.

Board of directors and corporate governance

• Board consists of 10 members, 9 of whom are independent, with diverse expertise in FinTech, Latin America, finance, risk management, M&A, and IT/cybersecurity.

• Four standing committees: Audit, Compensation, Nominating and Corporate Governance, and Information Technology, each with defined charters and responsibilities.

• Board leadership structure separates CEO and Chairman roles, with an independent Chairman providing oversight.

• Annual board and committee evaluations, director self-assessments, and proactive board refreshment to align with evolving business needs.

• Director compensation includes cash and equity, with all independent directors in compliance with stock ownership guidelines.