Yext (YEXT) Proxy filing summary

Executive summary

• The annual meeting is scheduled for June 10, 2026, in a virtual-only format, with voting available online, by phone, or by mail.

• Key proposals include electing two Class III directors, ratifying the auditor, approving executive compensation, and amending the equity incentive plan.

• Shareholders of record as of April 13, 2026, are entitled to vote; 100,112,238 shares are outstanding.

• The company reported revenue of $446.6 million and net income of $37.9 million for fiscal 2026, with significant growth driven by acquisitions.

Voting matters and shareholder proposals

• Proposals: elect Daniel Englander and Andrew Sheehan as Class III directors, ratify Ernst & Young LLP as auditor, approve executive compensation (say-on-pay), and approve the amended 2016 Equity Incentive Plan.

• Board recommends voting FOR all proposals.

• Approval thresholds: majority of votes cast for directors; majority of shares present for other proposals.

• No other matters are expected, but proxy holders may vote on any that arise.

Board of directors and corporate governance

• Board consists of seven members in staggered three-year terms; majority are independent.

• Daniel Englander is a new nominee; Andrew Sheehan is Lead Independent Director.

• Committees: audit, compensation, and nominating/governance, all comprised of independent directors.

• Board met 15 times in fiscal 2026; all directors attended at least 75% of meetings.

• Governance documents and Code of Business Conduct and Ethics are in place.