Ingevity (NGVT) Proxy Filing summary

Voting matters and shareholder proposals

• Election of nine director nominees for one-year terms, with board recommending a vote for each nominee.

• Advisory vote on executive compensation (Say-on-Pay) recommended for approval.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for 2026 recommended for approval.

• Amendment to increase authorized shares under the 2025 Omnibus Incentive Plan recommended for approval.

Board of directors and corporate governance

• Board recommends all nominated directors for election, each to serve a one-year term until successors are elected.

Executive compensation and say-on-pay

• Advisory vote on compensation for named executive officers is included, with board recommending approval.