Telos (TLS) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 8, 2025, at the company’s headquarters in Ashburn, Virginia.

• Shareholders can vote online, by mail, or in person, with deadlines for plan shares and general shares specified.

Voting matters and shareholder proposals

• Election of seven directors to serve until the 2026 annual meeting or until successors are elected.

• Ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm.

• Approval of Amendment No. 1 to the Amended and Restated 2016 Omnibus Long-Term Incentive Plan.

• Advisory vote on executive compensation (say-on-pay).

• Provision for other business to be transacted as may properly come before the meeting.

Board of directors and corporate governance

• Seven nominees listed for election to the board, including John B. Wood, David Borland, Brad Jacobs, Derrick D. Dockery, Maj. Gen. (ret) John W. Maluda, Bonnie Carroll, and Fredrick D. Schaufeld.