Regis (RGS) Proxy Filing summary

Executive summary

• Strategic acquisition of Alline salons expanded company-owned operations and provided a platform for testing new initiatives; same-store sales stabilized and returned to profitable growth in fiscal 2025.

• CEO transition announced: Matthew Doctor stepping down June 30, 2025, with Jim Lain appointed interim CEO; a search for a permanent CEO is underway.

• Board refreshment includes the addition of Susan Lintonsmith and the planned retirement of two long-serving directors, aligning with tenure and retirement policies.

Voting matters and shareholder proposals

• Shareholders will vote to elect five directors for one-year terms, approve executive compensation (Say-on-Pay), ratify Grant Thornton LLP as auditor, approve the amended 1991 Stock Purchase Plan, and ratify the extension of the Tax Benefits Preservation Plan.

• All proposals are recommended for approval by the Board.

Board of directors and corporate governance

• All directors are independent, and the Chair and CEO roles are separated for enhanced oversight.

• Board committees (Audit, Compensation, Nominating and Corporate Governance) are fully independent and meet regularly; committee chairs are rotated in line with board refreshment.

• Annual board evaluations, director stock ownership requirements, and majority voting standards are in place.

• Shareholders holding 10%+ of stock can call special meetings.