Figma (FIG) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 2, 2026, to be held virtually, with voting on director elections and auditor ratification.

• 2025 saw significant product expansion, including AI integration and acquisitions, with revenue surpassing $1 billion, up 41% year-over-year, and international revenue growing 45%.

• Net Dollar Retention Rate reached 136% as of December 31, 2025, reflecting strong customer expansion.

• Initial public offering completed in July 2025; this is the first annual meeting post-IPO.

Voting matters and shareholder proposals

• Stockholders will vote to elect eight directors for one-year terms and to ratify Ernst & Young LLP as the independent auditor for 2026.

• Board recommends voting for all director nominees and for auditor ratification.

• No other matters are currently expected to be brought before the meeting.

Board of directors and corporate governance

• Board consists of eight nominees, with a majority classified as independent under NYSE rules, despite controlled company status.

• Dylan Field serves as Chair and CEO; John Lilly is Lead Independent Director.

• Board committees include Audit, Compensation, and Nominating and Corporate Governance, all with independent members.

• Corporate Governance Guidelines and Code of Conduct are in place and reviewed regularly.

• Insider trading policy prohibits hedging, derivatives, and short sales; Rule 10b5-1 plans required for insiders.