Velocity Financial (VEL) Proxy filing summary

Executive summary

• Record originations and earnings achieved in 2025, attributed to growth in the underserved investor loan market and a strong value proposition for borrowers.

• Annual Meeting scheduled for May 21, 2026, to be held virtually, with shareholders encouraged to vote by proxy.

• Forward-looking statements highlight ongoing commitment to shareholder value, governance enhancements, and sustainable business practices.

Voting matters and shareholder proposals

• Shareholders will vote on the election of directors, an advisory vote on 2025 executive compensation, and ratification of independent auditors.

• Board recommends voting for all director nominees, for executive compensation, and for auditor ratification.

• Majority of votes cast required for approval of each proposal.

Board of directors and corporate governance

• Board consists of eight nominees with diverse backgrounds in finance, investment, real estate, and public service.

• Board committees include Audit, Compensation, and Governance, each with independent directors and written charters.

• Governance enhancements include annual self-assessments, stock ownership guidelines, retirement age policy, anti-hedging/pledging rules, and diversity requirements.

• Shareholders have rights to vote by written consent and call special meetings.