MongoDB (MDB) Proxy filing summary

Executive summary

• Supplement amends the proxy statement for the 2026 Annual Meeting scheduled for June 30, 2026, at 10:00 a.m. Eastern Time.

• Main purpose is to clarify the voting standard for Proposal 4 regarding the elimination of supermajority vote requirements.

• All other information in the original proxy statement remains unchanged and is still relevant for voting decisions.

Voting matters and shareholder proposals

• Proposal 4 seeks approval to amend the Certificate of Incorporation to eliminate supermajority vote requirements.

• Approval of Proposal 4 requires an affirmative vote of at least 66 2/3% of the voting power of outstanding shares entitled to vote generally at an election of directors.

• The Board continues to recommend votes in favor of all proposals as in the original proxy statement.

Shareholder rights and capital structure

• Proposal 4, if approved, would remove supermajority voting thresholds from the Certificate of Incorporation, potentially making it easier for shareholders to effect changes in governance.