Verisk Analytics (VRSK) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 19, 2026, to be held virtually, with shareholders able to vote and submit questions online.

• 2025 financial performance included 6.6% revenue growth to $3.07B, net income of $908.3M (down 5.1%), and adjusted EBITDA up 9.6% to $1.73B.

• Strategic focus on compounding growth, operational discipline, innovation in data/AI, and shareholder returns through dividends and buybacks.

• Board refreshment continues, with nine new directors since 2022 and nomination of Pradip K. Patiath as a new independent director.

Voting matters and shareholder proposals

• Shareholders to vote on: election of eleven directors, advisory approval of executive compensation (say-on-pay), ratification of Deloitte & Touche LLP as auditor, and a shareholder proposal for written consent rights.

• Board recommends voting FOR directors, say-on-pay, and auditor ratification, and AGAINST the shareholder proposal.

• Shareholder proposal seeks to allow action by written consent; Board opposes, citing existing rights to call special meetings and robust governance.

Board of directors and corporate governance

• Board consists of eleven members, 91% independent, with diverse skills in finance, insurance, technology, and governance.

• Annual election of directors, majority voting in uncontested elections, proxy access, and mandatory retirement age of 75.

• Separate roles for Independent Chair and CEO; Bruce Hansen serves as Independent Chair.

• Board and committee evaluations and succession planning are conducted annually.