Snap-on (SNA) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for April 30, 2026, with shareholders voting on director elections, auditor ratification, and executive compensation approval.

• Shareholders can vote in person, by internet, phone, or mail, and may revoke proxies before voting.

• The Board recommends voting for all proposals, including the election of 10 directors, ratification of Deloitte & Touche LLP, and approval of executive compensation.

Voting matters and shareholder proposals

• Proposals include electing 10 directors for one-year terms, ratifying Deloitte & Touche LLP as auditor, and an advisory vote on executive compensation.

• Shareholder proposals for the 2027 meeting must be submitted by November 12, 2026, with specific nomination windows for proxy access and floor nominations.

• A quorum requires over 50% of shares present; directors are elected by majority vote, and most proposals require a majority of shares represented.

Board of directors and corporate governance

• The Board consists of 10 members with diverse backgrounds and significant industry experience.

• All directors except the CEO are independent per NYSE standards; independence is reviewed annually.

• The Board has Audit, Corporate Governance and Nominating, and Organization and Executive Compensation Committees, all composed of independent directors.

• Directors are subject to stock ownership guidelines and time commitment limits.

• Annual Board and director evaluations are conducted for continuous improvement.