PennyMac Financial Services (PFSI) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for June 18, 2025, with voting on director elections, auditor ratification, and executive compensation.

• Eleven director nominees are up for election for one-year terms; all have consented to serve if elected.

• The board recommends voting FOR all proposals, including the advisory say-on-pay vote.

• The proxy statement and annual report are available online, and voting can be done by mail, phone, internet, or during the virtual meeting.

Voting matters and shareholder proposals

• Proposals include: election of eleven directors, ratification of Deloitte as independent auditor for 2025, and advisory approval of executive compensation.

• Majority voting standard applies for uncontested director elections; directors must tender resignation if not re-elected.

• No cumulative voting rights; abstentions and broker non-votes do not affect outcomes.

• No other shareholder proposals are scheduled for this meeting.

Board of directors and corporate governance

• Board consists of 11 nominees with diverse backgrounds in finance, technology, and operations.

• 82% of directors are independent; robust stock ownership guidelines and annual board evaluations are in place.

• Jeffrey A. Perlowitz serves as independent lead director through February 2028.

• Board committees include Audit, Compensation, Finance, Nominating & Corporate Governance, Related Party Matters, and Risk.

• Succession planning and director education are emphasized.