Gulfport Energy (GPOR) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 21, 2025, to elect seven directors, ratify auditors, approve executive compensation, and amend the certificate of incorporation for officer exculpation.

• Company focuses on sustainable value through efficient natural gas development, with 2024 production at 1,054 MMcfe/day and 92% natural gas mix.

• Returned nearly all adjusted free cash flow to shareholders via $184.5 million in share repurchases in 2024.

• Achieved strong financial results, with $650 million in operating cash flow and a 38% stock price appreciation in 2024.

Voting matters and shareholder proposals

• Proposals include election of seven directors, ratification of Grant Thornton LLP as auditors, advisory approval of executive compensation, and amendment for officer exculpation.

• Board recommends voting FOR all proposals.

• Shareholders of record as of March 28, 2025, are entitled to vote.

Board of directors and corporate governance

• Board consists of seven directors, five of whom are independent; roles of CEO and Board Chair are separated.

• Board committees: Audit, Compensation, and Nominating, Environmental, Social and Governance (NESG), all with independent chairs.

• Board diversity policy in place; over 40% of directors identify as gender or ethnically diverse.

• Annual board and committee self-assessments conducted; 99% attendance at 2024 meetings.