Neptune Insurance (NP) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 28, 2026, and will be held virtually, with voting available online, by email, fax, or mail.

• The company completed its IPO in the past year and is focused on strengthening underwriting, expanding distribution, and maintaining strong governance.

• Stockholders are encouraged to review proxy materials and vote promptly.

Voting matters and shareholder proposals

• Two proposals: (1) election of two Class I directors (Trevor Burgess and Jonathan Carlon) for three-year terms; (2) ratification of PricewaterhouseCoopers LLP as independent auditor for 2026.

• Board recommends voting FOR both proposals.

• Stockholders may submit proposals and director nominations for the 2027 meeting, with specific deadlines provided.

Board of directors and corporate governance

• Board is classified into three staggered classes; directors may only be removed for cause by two-thirds stockholder approval.

• Controlled company status exempts the board from certain NYSE governance requirements; CEO Trevor Burgess holds 82.1% of voting power via Class B shares.

• Audit and Compensation Committees are fully independent; no nominating committee, with full board handling nominations.

• Code of Ethics applies to all directors, officers, and employees; waivers and amendments are disclosed.

• Board met six times in 2025; all directors attended 100% of meetings.