Smithfield Foods (SFD) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 2, 2026, to elect three Class II directors, ratify EY as auditor, and hold an advisory vote on executive compensation.

• Board recommends voting “FOR” all proposals; only shareholders of record as of April 8, 2026, may vote.

• Meeting will be held virtually, with online voting and Q&A available to shareholders.

• Forward-looking statements regarding goals, strategies, and executive compensation are included, subject to risks and uncertainties.

Voting matters and shareholder proposals

• Proposals include election of Long Wan, Hank Shenghua He, and Raymond A. Starling as Class II directors, ratification of EY as auditor, and advisory approval of executive compensation.

• Board recommends “FOR” all proposals; voting procedures and requirements for each proposal are detailed.

• Shareholder proposals for the 2027 meeting must be submitted by December 21, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• Board consists of nine directors divided into three staggered classes; WH Group holds rights to designate a majority of directors as long as it owns a majority of shares.

• Three nominees for Class II director positions have extensive industry, legal, and public policy experience.

• Board qualifies as a “controlled company” under Nasdaq rules due to WH Group’s 87% ownership, allowing exemptions from certain governance requirements.

• Audit Committee is fully independent; other committees include Compensation, Nominating and Governance, and Executive Committees.

• Board reviews director independence annually and encourages director attendance at meetings.