Tetra Tech (TTEK) Proxy Filing summary

Executive summary

• Achieved record FY 2025 results in revenue, net revenue, adjusted earnings, and operating cash flow, with a 5% increase in revenue and 18% increase in operating income over FY 2024.

• Returned $426 million to stockholders over three years via dividends and stock repurchases; $65 million in dividends paid in FY 2025.

• Focused on high-end consulting and engineering services, leveraging advanced analytics, AI, and digital technology.

• Over 25,000 employees worked on 110,000+ projects in 100+ countries in FY 2025.

Voting matters and shareholder proposals

• Election of six directors for one-year terms.

• Advisory vote to approve named executive officers' compensation (say-on-pay).

• Approval of amendment to Employee Stock Purchase Plan (ESPP), increasing authorized shares by 10 million and moving to semi-annual purchase periods.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for FY 2026.

Board of directors and corporate governance

• Board consists of six nominees, majority independent, with diverse expertise in leadership, finance, technology, and risk oversight.

• Presiding Director role rotates; Ms. Volpi elected for 2024-2025.

• Board committees (Audit, Compensation, Nominating & Corporate Governance) are fully independent and meet regularly.

• Annual board and committee self-assessments drive governance improvements.

• Active stockholder engagement and communication policy in place.