Zumiez (ZUMZ) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 4, 2025, to elect two directors, hold an advisory vote on executive compensation, and ratify the selection of Moss Adams LLP as independent auditor for fiscal 2025.

• Shareholders of record as of March 26, 2025, are eligible to vote; proxy materials are primarily delivered electronically to conserve resources.

• Board recommends voting in favor of all proposals; voting can be done online, by phone, mail, or in person.

Voting matters and shareholder proposals

• Proposals include: election of two directors for terms expiring in 2028, advisory vote on executive compensation, and ratification of Moss Adams LLP as auditor.

• Shareholders may submit proposals for the 2026 meeting by December 23, 2025, and can recommend or nominate directors following specific procedures.

• Board recommends voting for all proposals; voting results will be announced at the meeting and filed on Form 8-K.

Board of directors and corporate governance

• Board consists of nine directors, with eight after the 2025 meeting; majority are independent per Nasdaq rules.

• Board diversity: 25% women, 37.5% racially/ethnically diverse post-meeting; skills include executive leadership, global operations, and social responsibility.

• Committees: audit, compensation, governance & nominating; all have written charters and are composed of independent directors.

• Lead independent director role established; annual board self-assessment and focus on diversity and skill mix.