Netskope (NTSK) Proxy filing summary

Executive summary

• Annual meeting scheduled for July 7, 2026, to be held virtually, with voting available online, by phone, or mail.

• Proposals include electing two Class I directors and ratifying KPMG LLP as independent auditor for fiscal year ending January 31, 2027.

• Only stockholders of record as of May 11, 2026, are entitled to vote; Class A shares have one vote each, Class B shares have 20 votes each.

• Proxy materials are primarily distributed via Internet to reduce costs and environmental impact.

Voting matters and shareholder proposals

• Board recommends voting FOR both director nominees and auditor ratification.

• Shareholders may submit proposals or director nominations for the 2027 meeting by specified deadlines and procedures.

• No cumulative voting; Class A and B shares vote as a single class.

Board of directors and corporate governance

• Board consists of six directors, five of whom are independent under Nasdaq rules.

• Board is divided into three staggered classes; only one class is elected each year.

• Sanjay Beri (CEO) serves as Chair; Enrique Salem is Lead Independent Director.

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

• Board and committees met regularly in fiscal 2026; all directors attended at least 75% of meetings.

• Corporate governance guidelines and code of conduct are in place and available online.