Texas Pacific Land Corporation (TPL) Proxy filing summary

Executive summary

• Annual Meeting scheduled for November 5, 2026, with voting on four key proposals, including director elections, executive compensation, auditor ratification, and redomestication from Delaware to Texas.

• Proxy materials are available online, and shareholders are encouraged to vote via internet, phone, or mail.

• The company completed a corporate reorganization from a trust to a Delaware corporation in 2021 and now proposes to redomesticate to Texas.

Voting matters and shareholder proposals

• Shareholders will vote to elect nine directors, approve executive compensation (say-on-pay), ratify Deloitte as auditor, and approve redomestication to Texas.

• Board recommends voting FOR all proposals.

• Shareholders of record as of September 10, 2026, are eligible to vote; 68,974,683 shares outstanding.

• Deadlines for 2027 shareholder proposals and director nominations are specified, with new meeting date set for May 6, 2027.

Board of directors and corporate governance

• Board consists of nine directors, eight of whom are independent; Chair is an independent director.

• Board committees include Audit, Compensation, Nominating and Corporate Governance, and Strategic Acquisitions.

• Board and management actively engage with shareholders, hosting events and soliciting feedback on governance and compensation.

• Board refreshment, diversity, and majority vote policy for uncontested director elections are in place.