Radiant Logistics (RLGT) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for November 13, 2025, to vote on director elections, auditor ratification, executive compensation, and frequency of say-on-pay votes.

• 2025 financial highlights: $902.7M in revenue, $239.4M adjusted gross profit, $17.3M net income, and $38.8M adjusted EBITDA.

• Maintains a diversified customer base, robust technology investments, and a proven acquisition track record.

Voting matters and shareholder proposals

• Four directors nominated for re-election: Bohn H. Crain, Michael Gould, Kristin E. Toth, and Richard P. Palmieri.

• Ratification of Baker Tilly US, LLP as independent auditor for FY ending June 30, 2026.

• Advisory votes on executive compensation and on holding future say-on-pay votes annually.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of four members, three of whom are independent; annual elections for all directors.

• Emphasis on board diversity: 25% gender and 25% racial/ethnic diversity.

• Lead Independent Director role formalized; AEOC fulfills audit, compensation, and governance functions.

• Majority vote standard for uncontested elections; robust board and committee self-evaluations.

• No poison pill; single class of stock with equal voting rights.