Maximus (MMS) Proxy Filing summary

Executive summary

• Achieved strong financial performance in FY2025 with $5.43B revenue, 3.9% organic growth, and 12.9% adjusted EBITDA margin; robust contract wins and a $51.3B sales pipeline support long-term growth strategy.

• Strategic priorities for 2026 include expanding U.S. Federal business, leveraging AI and automation, and investing in talent development and technology modernization.

• Employee engagement and upskilling initiatives, including a Strategic Workforce Planning function and AI-driven learning paths, are central to workforce strategy.

Voting matters and shareholder proposals

• Shareholders will vote on: election of eight directors, ratification of KPMG LLP as independent auditor, and an advisory vote on executive compensation.

• Board recommends voting FOR all proposals; majority voting applies for director elections.

• Shareholder proposals and nominations for the 2027 meeting must be submitted between November 10 and December 10, 2026.

Board of directors and corporate governance

• Board consists of eight directors, 87.5% independent, with diverse skills in technology, finance, governance, and government service.

• Annual board and committee self-evaluations, director education, and a refreshed skills matrix align with strategic priorities.

• Four standing committees: Audit, Nominating & Governance, Compensation & Human Resources, and Technology, each with defined oversight roles.

• Separate CEO and independent Board Chair roles maintained for governance best practices.