Janus International Group (JBI) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 16, 2025, with virtual participation available for shareholders.

• Shareholders are encouraged to review proxy materials and vote by June 15, 2025.

Voting matters and shareholder proposals

• Election of three Class I director nominees to serve until the 2028 annual meeting.

• Ratification of KPMG LLP as independent registered public accounting firm for the fiscal year ending January 3, 2026.

• Advisory vote to approve named executive officer compensation.

• Proposal to amend and restate the certificate of incorporation to declassify the board.

• Proposals to eliminate supermajority vote requirements for certain amendments and business opportunities.

Board of directors and corporate governance

• Board recommends all proposals, including director elections and governance amendments.

• Proposed declassification of the board to enhance governance flexibility.

• Amendments aim to simplify shareholder ability to amend bylaws and remove directors.