Weis Markets (WMK) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for April 30, 2026, with shareholders voting on director elections, auditor ratification, executive compensation, and the frequency of future say-on-pay votes.

• Shareholders of record as of March 10, 2026, are eligible to vote, with cumulative voting rights available for director elections.

• Proxy materials are accessible online, and shareholders can vote via internet, phone, mail, or in person.

Voting matters and shareholder proposals

• Five directors are up for election to serve until the next annual meeting.

• Shareholders will vote to ratify RSM US LLP as the independent auditor for fiscal 2026.

• Advisory votes will be held on executive compensation and on the frequency of future say-on-pay votes, with the board recommending a three-year cycle.

• No shareholder proposals or nominations were received for this meeting.

Board of directors and corporate governance

• The board consists of five nominees, with a majority of independent directors.

• The board held four regular meetings in 2025, with all directors attending at least 75% of meetings.

• Committees include Audit, Compensation, and a Special Committee for a related party transaction; all are composed of independent directors.

• The board's leadership structure currently combines the roles of chairman and CEO, but this may change as needed.

• The board does not have a formal nominating committee due to concentrated family ownership.