Liberty Energy (LBRT) Proxy Filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on April 14, 2026, with stockholders voting on director elections, executive compensation, and auditor ratification.

• Only holders of Class A Common Stock as of February 18, 2026, are entitled to vote, with each share granting one vote per proposal.

• The Board recommends voting in favor of all proposals and emphasizes the importance of stockholder participation.

Voting matters and shareholder proposals

• Stockholders will vote to elect four Class I directors for one-year terms, approve executive compensation on an advisory basis, and ratify Deloitte as the independent auditor for 2026.

• Abstentions count as votes against Proposals 2 and 3; broker non-votes have no effect on Proposals 1 and 2.

• Shareholder proposals for the 2027 meeting must be submitted by November 5, 2026, to be included in the proxy statement.

Board of directors and corporate governance

• The Board consists of 10 members, with a phased declassification to annual elections by 2028.

• Recent changes include new appointments following resignations for federal government service.

• 50% of the Board represents gender and ethnic diversity; all non-employee directors are independent under NYSE rules.

• The Board has Audit, Compensation, and Nominating and Governance Committees, all composed of independent directors.

• Directors are evaluated on skills, independence, and diversity; executive sessions are held without management.