PennyMac Mortgage Investment Trust (PMT) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 16, 2026, via online webcast, with shareholders of record as of April 20, 2026, eligible to vote on key proposals.

• Proposals include electing three Class II trustees, ratifying the independent auditor for 2026, and a non-binding vote on executive compensation.

• The board recommends voting FOR all proposals and emphasizes shareholder engagement and transparency.

Voting matters and shareholder proposals

• Shareholders will vote on electing three Class II trustees for terms expiring in 2029, ratifying Deloitte as the independent auditor for 2026, and approving executive compensation by advisory vote.

• Majority voting standard applies for uncontested trustee elections; advisory votes on auditor and compensation require a majority of votes cast.

• No other shareholder proposals were received for this meeting.

Board of directors and corporate governance

• The board consists of nine trustees, with staggered three-year terms; 78% are independent.

• Preston DuFauchard serves as independent lead trustee; David A. Spector is Chairman and CEO.

• Board committees include Audit, Compensation, Finance, Nominating and Corporate Governance, Related Party Matters, and Risk, all with independent chairs.

• Regular board and committee evaluations, robust share ownership guidelines, and a trustee resignation policy are in place.