Mueller Water Products (MWA) Proxy Filing summary

Executive summary

• Record fiscal 2024 with highest annual net sales, margins, and cash generation; $50 million returned to shareholders via repurchases and increased dividends.

• Strategic investments in facilities and ongoing modernization to support growth and infrastructure opportunities.

• Leadership transitions: reaffirmation of CEO, appointment of new President/COO, and board refreshment with new directors.

• Continued focus on ESG, with AAA MSCI ESG rating and enhanced sustainability disclosures.

Voting matters and shareholder proposals

• Election of nine directors, with board recommending a vote for each nominee.

• Advisory vote to approve executive compensation (say-on-pay).

• Approval of amendments to the Employee Stock Purchase Plan and Stock Incentive Plan, increasing share reserves and extending plan terms.

• Ratification of Ernst & Young LLP as independent auditor for fiscal 2025.

Board of directors and corporate governance

• Board refreshment: six new directors since 2019, with two retiring and two new nominees for 2025.

• Board size reduced from eleven to nine members; 8 of 9 nominees are independent, 3 are women, and 4 are from underrepresented minorities.

• Tenure and age limits implemented (10 years/75 years) with board discretion for exceptions.

• Board led by independent Non-Executive Chair; separation of Chair and CEO roles.

• Annual board and committee evaluations, director orientation, and continuing education.