Gentex (GNTX) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 21, 2026, with shareholders voting on director elections, auditor ratification, executive compensation, and a new omnibus incentive plan.

• Net sales increased 10% in 2025, with continued improvements in gross margin and successful integration of an acquisition.

• Proxy materials are available online, and shareholders can vote via internet, phone, mail, or in person.

Voting matters and shareholder proposals

• Shareholders will elect nine directors, ratify Ernst & Young LLP as auditors, approve executive compensation on an advisory basis, and vote on the 2026 Omnibus Incentive Plan.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be submitted by December 10, 2026.

Board of directors and corporate governance

• Board consists of nine members, eight of whom are independent; diversity and inclusivity are emphasized in director selection.

• Board leadership includes an independent Chair and regular self-evaluations.

• Committees include Audit, Compensation, Executive, and Nominating & Corporate Governance, all with independent members.

• Board declassified and majority voting implemented in response to shareholder feedback.