SUI Group (SUIG) Proxy filing summary

Executive summary

• Annual meeting scheduled for August 28, 2026, with both in-person and virtual attendance options.

• Shareholders will vote on electing six directors, reincorporation to Delaware, executive compensation, and potential adjournment.

• Proxy materials and the 2025 Annual Report are available online for review prior to voting.

Voting matters and shareholder proposals

• Proposal 1: Elect six directors to serve until the next annual meeting.

• Proposal 2: Approve reincorporation from Minnesota to Delaware via statutory conversion.

• Proposal 3: Advisory (non-binding) vote on executive compensation (say-on-pay).

• Proposal 4: Approve adjournment of the meeting to solicit additional proxies if needed.

• No cumulative voting; each share equals one vote per proposal.

Board of directors and corporate governance

• Six nominees, including four independent directors, are up for election.

• Board leadership is separated between CEO and Chairman roles.

• Board committees: Audit, Compensation, and Nominating/Governance, each with independent members and written charters.

• Proxy access and advance notice provisions for director nominations and shareholder proposals are detailed in the bylaws.