Maximus (MMS) Proxy Filing summary

Executive summary

• Achieved record adjusted earnings per share and 8.2% revenue growth in fiscal 2024, with $5.3B in revenue and $401M in free cash flow.

• Secured $2.2B in new contract awards and maintained a $54B pipeline, reflecting strong operational performance and strategic growth.

• Enhanced digital offerings, including the launch of Total Experience Management (TXM) and expanded health services contracts in the US and UK.

• Prioritized talent development through the "Moving Our Talent Forward" initiative, resulting in improved employee engagement scores.

• Continued robust shareholder engagement, leading to increased transparency in proxy disclosures and governance practices.

Voting matters and shareholder proposals

• Shareholders will vote on the election of eight directors, ratification of KPMG LLP as the new independent auditor, and an advisory say-on-pay vote for executive compensation.

• Board recommends voting in favor of all proposals.

• Shareholder proposals for the 2026 meeting must be submitted between November 11 and December 11, 2025.

Board of directors and corporate governance

• Board consists of eight directors, all elected annually, with a mix of tenures and diverse backgrounds.

• Annual self-evaluation and director education programs were enhanced, including external assessments and strategic off-site sessions.

• Board committees include Audit, Nominating & Governance, Compensation & Human Resources, and Technology, each with defined oversight roles.

• Independent Chair and separation of CEO and Chair roles maintained.

• Shareholder engagement included direct meetings with top investors on strategy, compensation, and governance.