MasTec (MTZ) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on May 21, 2026, with shareholders voting on director elections, auditor ratification, and executive compensation.

• Record revenue for 2025 reached $14.3 billion, up 16% year-over-year, with a record backlog of $19.0 billion and net income of $422 million.

• The company maintained strong liquidity of $2.1 billion and investment-grade credit ratings, supporting organic growth and acquisitions.

• Shareholder engagement remains a priority, with proxy materials accessible online and multiple voting methods available.

Voting matters and shareholder proposals

• Shareholders will vote on electing three Class I directors, ratifying PricewaterhouseCoopers LLP as auditor, and approving a non-binding advisory resolution on executive compensation.

• The Board recommends voting FOR all proposals.

• Voting can be done online, by phone, mail, or during the virtual meeting.

Board of directors and corporate governance

• The Board consists of eight directors in three staggered classes, with a majority deemed independent under NYSE and SEC rules.

• Board committees include Audit, Compensation, Finance and M&A, and Nominating, Sustainability and Corporate Governance.

• Board diversity is emphasized, with 63% minority representation and 25% female directors as of December 2025.

• The roles of CEO and Chairman are separated, and a lead independent director presides over executive sessions.