Ford Motor Company (F) Proxy filing summary

Executive summary

• Achieved fifth consecutive year of revenue growth in 2025, reaching $187.3B, with best U.S. sales of the decade and increased market share to 13.2%.

• Total Shareholder Return was 42% in 2025, outperforming peers and the S&P 500.

• Operational improvements included $1.5B in cost reductions, quality enhancements, and a reset of the EV strategy to target breakeven for Model e by 2029.

• Launched Ford Energy, a battery energy storage business, and expanded software and services, with paid subscriptions up 53% year-over-year.

• Entered 2026 with nearly $29B in cash and $50B in liquidity, supporting investment in growth areas.

Voting matters and shareholder proposals

• Shareholders will vote on: election of 15 directors, ratification of PricewaterhouseCoopers LLP as auditor, advisory say-on-pay for executive compensation, and three shareholder proposals.

• Board recommends FOR all director nominees, auditor ratification, and executive compensation; AGAINST proposals for equal voting rights, vote disclosure by share class, and DEI ROI oversight.

Board of directors and corporate governance

• Board consists of 15 nominees with diverse backgrounds in CEO roles, finance, international business, risk management, manufacturing, government, marketing, sustainability, and technology.

• 73% of director nominees are independent; all key committees are fully independent.

• Board leadership structure separates CEO and Chair roles, with a Lead Independent Director providing additional oversight.

• Annual election of all directors, majority vote standard, term limits for independent directors, and mandatory deferral of director compensation into RSUs.

• Board and committees conduct annual self-evaluations and have authority to engage independent advisors.