UFP Industries (UFPI) Proxy Filing summary

Executive summary

• Annual meeting scheduled for April 22, 2026, to elect directors, ratify the auditor, and hold a say-on-pay vote.

• Shareholders of record as of February 27, 2026, are eligible to vote by mail, phone, internet, or in person.

• Proxy materials are primarily distributed electronically to reduce costs and environmental impact.

Voting matters and shareholder proposals

• Election of one director for a two-year term and three directors for three-year terms, increasing board size from eight to nine.

• Ratification of Deloitte & Touche LLP as independent auditor for fiscal 2026.

• Advisory vote on executive compensation (say-on-pay); prior year received over 96% approval.

• Shareholder proposals for the 2027 meeting must be received by November 10, 2026.

Board of directors and corporate governance

• Board divided into three classes with staggered terms; majority voting standard for director elections.

• Six directors determined independent under Nasdaq rules; annual board and director assessments conducted.

• Committees: Audit, Personnel and Compensation, and Nominating and Corporate Governance, all comprised of independent directors.

• Policy for director nominations includes integrity, absence of conflicts, experience, and diversity of background.

• Anti-hedging and anti-pledging policy restricts such transactions by executives and directors.