Ingersoll Rand (IR) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on June 11, 2026, with shareholders able to vote electronically and submit questions online.

• Four main proposals are up for vote: election of ten directors, ratification of Deloitte & Touche LLP as auditor, a non-binding say-on-pay vote, and approval of the 2026 Omnibus Incentive Plan.

• Shareholders of record as of April 16, 2026, are entitled to vote, with one vote per share.

• Proxy materials are primarily distributed online to expedite delivery, reduce costs, and conserve resources.

Voting matters and shareholder proposals

• Proposals include: election of ten directors, auditor ratification, advisory vote on executive compensation, and approval of the 2026 Omnibus Incentive Plan.

• Board recommends voting FOR all proposals.

• Shareholders can submit proxies via internet, phone, or mail.

• Proxy access bylaw allows eligible shareholders to nominate directors for inclusion in the proxy statement.

Board of directors and corporate governance

• Board consists of ten nominees, with a majority being independent.

• Board committees: Audit, Compensation, Nominating and Corporate Governance, and Sustainability.

• Lead Director role established for enhanced governance when the Chair is not independent.

• Annual independent board assessment is conducted by an external firm.

• 60% of the board is comprised of diverse directors.