Yum China (YUMC) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held on May 23, 2025, in Hong Kong, with voting available online, by phone, mail, or in person for shareholders of record as of March 25, 2025.

• The company reported record 2024 results, including $11.3 billion in revenue, 16,395 restaurants, and a 5% year-over-year system sales growth, despite challenging market conditions in China.

• Digital sales reached $9.6 billion, and $1.5 billion was returned to shareholders through dividends and share repurchases in 2024.

• The board and management emphasize strong corporate governance, risk oversight, and active shareholder engagement.

Voting matters and shareholder proposals

• Shareholders will vote on: election of 12 directors for a one-year term, ratification of KPMG as independent auditors, advisory approval of executive compensation, authorization to issue up to 20% of outstanding shares, and authorization to repurchase up to 10% of outstanding shares.

• The board recommends voting FOR all proposals.

• Shareholder rights include proxy access and the ability to call special meetings with at least 25% of shares.

Board of directors and corporate governance

• The board consists of 12 directors, with 10 considered independent; annual elections are held for all directors.

• Board diversity is emphasized: 50% of nominees are women, and members represent a range of ages, nationalities, and professional backgrounds.

• The board has an independent chairman and four standing committees: Audit, Compensation, Nominating and Governance, and Food Safety and Sustainability.

• Directors are subject to stock ownership and retention policies, and there is no shareholder rights plan (poison pill).