Porch Group (PRCH) Proxy Filing summary

Executive summary

• Achieved profitability in 2024 with $7M Adjusted EBITDA and $438M revenue, a 2% increase over prior year; net loss improved by $101M to $(33)M.

• Strategic transformation included regulatory approval and formation of Porch Reciprocal Exchange, and sale of Homeowners of America, simplifying the business and improving margins.

• 2025 guidance targets $400M revenue, $317.5M gross profit (80% margin), and $60M Adjusted EBITDA, with positive Adjusted EBITDA and free cash flow expected each quarter.

• Board and management emphasize long-term value creation, risk management, and open governance.

Voting matters and shareholder proposals

• Stockholders will vote on: election of eight directors, ratification of Grant Thornton LLP as independent auditor, and advisory approval of executive compensation (Say on Pay).

• Board recommends voting FOR all proposals.

• Record date for voting is April 14, 2025; meeting to be held virtually on June 11, 2025.

Board of directors and corporate governance

• Board consists of eight nominees, all current directors, with a fully declassified structure and annual elections.

• Majority of directors are independent; Lead Independent Director role held by Alan Pickerill.

• Board committees: Audit, Compensation, and Nominating & Corporate Governance, all with independent members.

• Board diversity is 50% by gender and demographic background.

• Annual board and committee self-evaluations, director resignation and over-boarding policies, and robust code of ethics in place.