Westinghouse Air Brake Technologies (WAB) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 12, 2026, to be held virtually, with voting on key proposals and Board refreshment highlighted.

• Board emphasizes ongoing engagement with shareholders, risk oversight, and alignment with long-term strategic vision.

• Company reported $11.17B in 2025 revenues, 7.5% year-over-year sales growth, and strong global presence.

• Board Chair Albert J. Neupaver to retire after the 2026 meeting, with CEO Rafael Santana to be appointed as Board Chair.

Voting matters and shareholder proposals

• Election of three directors for three-year terms expiring in 2029.

• Advisory (non-binding) vote to approve 2025 named executive officer compensation.

• Ratification of Ernst & Young LLP as independent registered public accounting firm for 2026.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board composed of nine members, with a mix of tenures and diverse backgrounds; majority are independent.

• Four new directors added in the last six years; more than one-third are women and more than one-third racially or ethnically diverse.

• Board committees (Audit, Compensation, Governance, Risk) are fully independent.

• Lead Independent Director role to be enhanced after Chair transition.

• Annual Board and committee self-evaluations, with external consultant review every three years.