TTEC (TTEC) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 22, 2025, to be held virtually, with voting on director elections and auditor ratification.

• 2024 revenue was $2.21 billion, down 10.4% year-over-year, with a net loss from operations of $173.5 million.

• Special committee continues to evaluate a take-private proposal from the CEO at $6.85/share; CEO owns 58.3% of shares.

• Principal executive offices relocated to Austin, Texas in early 2025.

Voting matters and shareholder proposals

• Shareholders will vote to elect seven directors for one-year terms and to ratify PricewaterhouseCoopers LLP as independent auditor for 2025.

• Board recommends voting FOR all director nominees and FOR auditor ratification.

• Shareholders may submit additional proposals or nominations for future meetings, subject to deadlines and bylaw requirements.

Board of directors and corporate governance

• Board consists of seven members (six independent, one executive); all directors stand for annual election.

• Board committees (Audit, Compensation, Nominating and Governance, Security and Technology, Executive) are composed entirely of independent directors, except the Executive Committee.

• Board and committees conduct regular self-assessments and have access to independent advisors.

• Board leadership combines CEO and Chairman roles, with governance safeguards for potential conflicts.

• Board oversees risk management, succession planning, and impact/sustainability initiatives.