Howard Hughes Holdings Inc.
For the period ended Sep 30, 2025. Filed Aug 15, 2025.
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Sep 30, 2025 · Filed Aug 15, 2025
Contents
Evaluations – A Multi-Step Process
BOARD AND COMMITTEE EVALUATIONS
We recognize the critical role that the Board and committee evaluations play in ensuring the effective functioning of our Board. It is important to take stock of Board, committee, and director performance, and to solicit and act upon feedback from each member of our Board. To this end, our N&CG is responsible for evaluating the performance of our Board annually, and each of our Board’s committees also conducts an annual self-evaluation.
Evaluations –A Multi-Step Process
The N&CG periodically reviews the format of the Board and committee evaluation process to ensure that actionable feedback is solicited on the operation of the Board and director performance. In addition, the N&CG believes it is important to periodically have an independent third party complete the annual Board and committee evaluations.
| | • Questionnaire | | | Evaluation questionnaire provides director feedback on an unattributed basis, with a focus on: • Organization of the Board; • Board composition and the Company’s strategic imperatives; • Board and committee performance; • Roles and duties of the Board members; • Board involvement and engagement; and • Overall Board and individual director effectiveness | |
|---|---|---|---|---|---|
| | • One-on-One Discussions | | | Every third year (most recently in 2023), the N&CG engages an independent third party to conduct one-on-one discussions with each director to solicit additional feedback and provide independent feedback | |
| | • N&CG Review and Analysis | | | Written results (anonymized) provided to the Nominating and Governance Committee, which reviews and discusses the results at an in-person meeting. | |
| | • Board Review and Analysis | | | Summary of Board and committee evaluation results presented to the full Board for discussion at an in-person meeting | |
| | • Feedback Incorporated | | | Policies and practices updated as appropriate as a result of director feedback | |
Proxy Statement for the 2025 Annual Meeting of Stockholders/ 19
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