Kewaunee Scientific (KEQU) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for August 27, 2025, to be held virtually, with stockholders able to vote and ask questions online.

• Key agenda items include director elections, auditor ratification, executive compensation approval, and advisory vote frequency.

• Proxy materials are distributed electronically to reduce costs and environmental impact.

Voting matters and shareholder proposals

• Stockholders will vote to elect two Class III directors, ratify Forvis Mazars, LLP as auditors for FY2026, approve executive compensation on an advisory basis, and determine the frequency of future say-on-pay votes.

• Shareholders of record as of June 30, 2025, are eligible to vote.

• Proposals for the 2026 meeting must be submitted by March 9, 2026.

Board of directors and corporate governance

• Board consists of independent and non-independent directors, with a policy for directors to retire at age 75.

• Four standing committees: Audit, Compensation, Financial/Planning, and Nominating and Corporate Governance, all with defined charters and independent membership.

• Board leadership structure separates Chairman and CEO roles.

• All directors attended 2024 meetings; executive sessions held without management as needed.

• Code of Ethics and compliance hotline in place; stock ownership guidelines for directors and executives updated in June 2025.