Grifols (GRF) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for April 16, 2026, to elect three directors and ratify the selection of the independent auditor for the year ending December 31, 2026.

• Shareholders of record as of February 20, 2026, are entitled to vote, with one vote per share and no cumulative voting rights.

• Proxies will be voted in accordance with shareholder instructions, and may be revoked at any time before the meeting.

Voting matters and shareholder proposals

• Proposal 1: Election of three directors (Class I) for three-year terms; nominees are Jason W. Allen, Robert M. Bilkie, Jr., and Phillip J. Hanrahan.

• Proposal 2: Ratification of Cohen & Company, Ltd as independent registered public accountants for 2026.

• Shareholder proposals for the 2027 meeting must be received by November 14, 2026, to be considered for inclusion.

Board of directors and corporate governance

• The board is divided into three classes with staggered terms; current nominees and continuing directors have diverse backgrounds in law, finance, and investment.

• The Chairman and CEO roles are separated; the Chairman is not an Interested Person.

• The board has only one standing committee, the Audit Committee; there are no nominating or compensation committees.

• All directors attended at least 75% of board and committee meetings in 2025.

• Shareholders may communicate with the board via the Secretary; no formal policy for director nominations by shareholders.