PJT Partners (PJT) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 18, 2026, in a virtual format, allowing electronic voting and shareholder engagement from any location.

• 2025 financial highlights: $1.71bn total revenues (up 15% YoY), 20% GAAP pretax margin, $6.68 GAAP diluted EPS (up 36% YoY), and $6.98 adjusted EPS (up 39% YoY).

• Company-wide headcount increased 7% YoY to 1,224, with 133 partners and 16 global offices, including new locations in Riyadh and Stockholm.

• Over 550 charitable organizations supported, reflecting a strong commitment to community engagement.

Voting matters and shareholder proposals

• Shareholders will vote on: (1) election of three Class II directors for terms expiring in 2029, (2) advisory approval of executive compensation, and (3) ratification of Deloitte & Touche LLP as independent auditor for 2026.

• Shareholder proposals and nominations for the 2027 Annual Meeting must comply with advance notice procedures and universal proxy rules.

Board of directors and corporate governance

• Board expanded to eight members in 2025 with the addition of Peter L.S. Currie; 87.5% of directors are independent.

• Board is classified into three classes with staggered three-year terms; current nominees are K. Don Cornwell, Peter L.S. Currie, and Thomas M. Ryan.

• Board committees: Audit (Currie, Costos, Skaugen, Whitney), Compensation (Ryan, Rafferty), and Nominating/Corporate Governance (Rafferty, Costos, Ryan), all comprised of independent directors.

• Board emphasizes diversity in skills, experience, and backgrounds, with annual self-evaluations and minimum equity ownership guidelines for directors.

• Lead Independent Director (Ryan) provides independent oversight and coordinates non-management director activities.