The Hackett Group (HCKT) Proxy filing summary

Executive summary

• The annual meeting is scheduled for April 30, 2026, with voting on director election, an amendment to the Employee Stock Purchase Plan, an advisory vote on executive compensation, and ratification of the external auditor.

• Shareholders of record as of March 13, 2026, are entitled to vote; 25,220,226 shares are outstanding.

• Proxy materials and annual reports are available online, with options for electronic or paper delivery.

Voting matters and shareholder proposals

• Election of John R. Harris as director for a three-year term.

• Amendment to the Employee Stock Purchase Plan to add 250,000 shares and extend the plan to July 1, 2031.

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

• Ratification of RSM US LLP as independent auditor for fiscal year ending January 1, 2027.

• Procedures for shareholder proposals and director nominations for the 2027 meeting are outlined.

Board of directors and corporate governance

• Board consists of seven members, five of whom are independent; all committees are composed of independent directors.

• Board committees: Audit, Compensation, and Nominating and Corporate Governance.

• Annual strategic review and quarterly monitoring of execution; focus on maximizing shareholder value.

• CEO is required to own shares equal to six times annual base salary.

• Restrictions on hedging and pledging of company securities by insiders.

• Code of Conduct and Ethics applies to all directors, officers, and employees.