H.B. Fuller Company (FUL) Proxy Filing summary

Executive summary

• Annual meeting scheduled for April 15, 2025, to be held virtually for shareholder participation.

• Shareholders are encouraged to review proxy materials and vote by April 14, 2025.

Voting matters and shareholder proposals

• Election of three directors for three-year terms until the 2028 annual meeting.

• Ratification of Ernst & Young LLP as independent auditor for fiscal year ending November 29, 2025.

• Advisory vote on executive compensation (say-on-pay) for named executive officers.

• Approval of the Third Amendment and Restatement of the 2020 Master Incentive Plan to increase shares and adopt other amendments.

• Proxies may vote on other matters at their discretion if new items arise.

Board of directors and corporate governance

• Three nominees for director positions: Michael J. Happe, Charles T. Lauber, and Celeste B. Mastin.

• Directors to serve until 2028 or until successors are elected or earlier resignation/removal.