Mercury General (MCY) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for May 14, 2025, to elect nine directors, approve executive compensation, and ratify KPMG LLP as auditor.

• Record date for voting is March 17, 2025, with 55,388,627 shares outstanding, each entitled to one vote.

• Shareholders may vote by proxy, in person, by phone, mail, or online; cumulative voting applies if properly noticed.

Voting matters and shareholder proposals

• Proposals include election of nine directors, advisory vote on executive compensation, and ratification of KPMG LLP as auditor.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2026 meeting must be received by December 2, 2025 (Rule 14a-8) or January 14, 2026 (other proposals).

Board of directors and corporate governance

• Board consists of nine directors, with five determined independent under NYSE standards.

• Board leadership is split between Chairman and CEO; lead independent director coordinates non-management activities.

• Committees: Audit, Compensation, Nominating/Corporate Governance, and Investment, all with defined charters and independent members.

• Board and committees met regularly in 2024; all directors attended at least 75% of meetings.

• Corporate governance documents and code of ethics are available online and by request.