Gates Industrial (GTES) Proxy filing summary

Executive summary

• The 2026 Annual General Meeting (AGM) will be held virtually on June 4, 2026, with shareholders able to vote electronically if they were holders as of April 7, 2026.

• Shareholders will vote on eight proposals, including director elections, executive compensation, auditor appointments, and share issuance authorities.

• The Board recommends voting FOR all proposals and emphasizes shareholder engagement and transparency.

Voting matters and shareholder proposals

• Proposals include election of eight directors, advisory votes on executive and director compensation, ratification of Deloitte & Touche LLP as independent auditor, reappointment of Deloitte LLP as UK statutory auditor, authorization of the Audit Committee to set auditor remuneration, and Board authority to allot equity securities with and without pre-emptive rights.

• Shareholders may submit proposals for the 2027 AGM by December 21, 2026.

Board of directors and corporate governance

• The Board consists of eight members, seven of whom are independent; the Chair and CEO roles are separated.

• Board committees (Audit, Compensation, Nominating and Governance) are fully independent and meet NYSE and SEC standards.

• Directors have a 100% attendance rate, and the Board emphasizes diversity, refreshment, and succession planning.

• Board and committee meetings totaled 23 in 2025, with annual elections and a director retirement age of 75.