Via Transportation (VIA) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 18, 2026, to elect two Class I directors and ratify the selection of Deloitte & Touche LLP as the independent auditor for 2026.

• Stockholders of record as of March 23, 2026, are entitled to vote, with Class A shares having one vote and Class B shares ten votes each, voting as a single class.

• Proxy materials are provided online to reduce costs and environmental impact, with voting available online, by phone, or by mail.

Voting matters and shareholder proposals

• Two Class I directors, Arnon Dinur and Nechemia Peres, are nominated for election to serve until 2029.

• Ratification of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal year 2026 is proposed.

• Shareholder proposals for the 2027 meeting must be submitted by December 9, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• The board consists of seven members divided into three staggered classes, with a lead independent director structure.

• Six of seven directors are independent under NYSE and SEC rules; the CEO serves as chairman.

• Committees include audit, compensation, and nominating/governance, each with independent members and written charters.

• The board oversees risk management, with committees monitoring specific risks and compliance.

• Corporate governance guidelines and a Code of Business Conduct and Ethics are in place and publicly available.