Otis Worldwide (OTIS) Proxy Filing summary

Executive summary

• Achieved strong financial performance in 2024, with organic sales up 1.4%, adjusted EPS up 8.2%, and $1.56B in operating cash flow.

• Returned $1.6B to shareholders via $1B in share repurchases and $600M in dividends.

• Service portfolio grew 4.2% to 2.4M units; modernization orders up 18%, backlog up 13% at constant currency.

• Advanced digitalization, AI integration, and workforce engagement through the UpLift transformation program.

• Board and management focused on long-term strategy, capital allocation, and operational efficiency.

Voting matters and shareholder proposals

• Election of 11 director nominees, all current directors, for a one-year term.

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

• Appointment of PricewaterhouseCoopers LLP as independent auditor for 2025.

• Shareholder proposal on political contributions and expenditures disclosure, with Board recommending a vote against.

Board of directors and corporate governance

• 10 of 11 director nominees are independent; all committees are fully independent.

• Combined Chair and CEO role held by Judith F. Marks, with strong independent Lead Director oversight.

• Board committees: Audit, Compensation, Nominations and Governance, each with clear responsibilities.

• Annual self-evaluations, robust onboarding, and continuing education for directors.

• Majority voting standard, no classified board, no dual class shares, and strong shareholder rights.