TTEC (TTEC) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 21, 2026, with voting available online, by phone, mail, or during the meeting.

• Key proposals include electing seven directors, ratifying the auditor, an advisory vote on executive compensation, and approving redomestication from Delaware to Texas.

• The company reported 2025 revenue of $2.14 billion, a 3.2% decrease from the prior year, and a non-GAAP operating income margin of 7.3%.

• The board recommends voting in favor of all proposals.

Voting matters and shareholder proposals

• Shareholders will vote on electing seven directors for one-year terms.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for 2026 is proposed.

• Advisory approval of executive compensation (Say-on-Pay) is included.

• Approval of redomestication from Delaware to Texas by conversion is proposed.

• Shareholders may submit additional proposals or nominations per bylaw procedures.

Board of directors and corporate governance

• The board consists of seven nominees with diverse experience in business transformation, technology, and global operations.

• Six of seven directors are independent; all board committees are composed of independent directors.

• The board is led by the Chairman/CEO, who is also the controlling stockholder.

• Board committees include Audit, Compensation, Nominating and Governance, Security and Technology, and Executive Committees.

• Annual board and committee self-assessments are conducted, and governance practices align with Nasdaq standards despite controlled company status.