SS&C Technologies (SSNC) Proxy filing summary

Executive summary

• Achieved record 2025 performance with GAAP revenue of $6.27B, adjusted EBITDA of $2.46B, and adjusted EPS of $6.14, reflecting strong growth and operational execution.

• Returned over $1B to shareholders via buybacks and paid $253.8M in dividends, while reducing net leverage to 2.8x and completing the Calastone acquisition.

• Continued significant investment in AI, R&D, and sales/marketing, positioning for future growth in financial services and healthcare.

• Engaged with 13 of top 20 shareholders, representing 53% of outstanding shares (excluding CEO holdings), to inform governance and compensation practices.

Voting matters and shareholder proposals

• Four proposals: elect three Class I directors, advisory vote on executive compensation, ratify PwC as auditor for 2026, and approve the Third Amended and Restated 2023 Stock Incentive Plan.

• Board recommends voting FOR all proposals.

• Shareholders can vote online, by phone, mail, or during the virtual meeting.

Board of directors and corporate governance

• Board consists of eight members, 88% independent, with a classified structure and mandatory retirement age of 75.

• Lead Independent Director role maintained; board committees (Audit, Compensation, Nominating/Governance) are fully independent.

• Annual board and committee self-evaluations, majority voting for directors, and robust director nomination process.

• Succession planning and overboarding policies in place; directors expected to limit service on other boards.