Hudson Technologies (HDSN) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 10, 2026, with four director seats up for election, advisory vote on executive compensation, and auditor ratification on the agenda.

• Shareholders of record as of April 16, 2026, are eligible to vote; 42,068,788 shares outstanding, each with one vote.

• Proxy materials are available online, and multiple voting methods are provided.

Voting matters and shareholder proposals

• Election of four directors for a two-year term expiring at the 2028 Annual Meeting.

• Advisory (non-binding) vote on named executive officer compensation (say-on-pay).

• Ratification of BDO USA, P.C. as independent auditors for fiscal year ending December 31, 2026.

• Procedures and deadlines for shareholder proposals and director nominations for the 2027 meeting are detailed.

Board of directors and corporate governance

• Board consists of seven directors, divided into two classes with staggered two-year terms.

• All current nominees and most directors are deemed independent under NASDAQ rules.

• Board committees: Audit, Compensation, Nominating and Governance, and Environmental, Health, Safety, Sustainability and Public Policy.

• Lead independent director role established; non-executive director retirement policy requires resignation offer at age 75.

• Board and committees held regular meetings, with high attendance.