Knowles Corp
For the period ended Mar 11, 2026. Filed Mar 11, 2026.
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Mar 11, 2026 · Filed Mar 11, 2026
Contents
ONGOING SHAREHOLDERS ENGAGEMENT PROGRAM
We value the views of shareholders when establishing and evaluating relevant policies and practices. Throughout the year members of our Investor Relations team and leaders of our business engage with our shareholders to seek their input and feedback, to remain well-informed regarding their perspectives, and to help increase their understanding of our business. Our management team regularly reports to our Board shareholder views on key topics of interest expressed by our shareholders. This shareholder input informs our Board's ongoing process of continually enhancing governance policies, practices, and disclosures. We have adopted a recurring year- long shareholder engagement approach led by a cross-functional team, including participation of independent directors.
| SpringWe continue to engage with shareholders and use feedback to enhance proxy disclosures and make appropriate governance and compensation changes. | YEAR-ROUND ENGAGEMENT | Summer We review shareholder feedback from discussions earlier in the year and the results of the annual meeting and address any annual meeting items requiring follow up. |
|---|---|---|
| WinterWe conduct comprehensive shareholder discussions to assess which governance and compensation practices are a priority. | FallWe monitor governance trends and conduct general off-season engagement outreach with shareholders and proxy advisors. |
Our directors and management are dedicated to being responsive and transparent with our shareholders on key topics, ranging from strategic priorities and business performance to executive compensation and corporate governance. In May 2025, we held an Investor Day to herald our transformation into a premier industrial technology company. Our Investor Day presentations featured our CEO, CFO, and business leaders expounding upon our vision for the Company's future. In addition, in September 2025, our Board Chair conducted an investor outreach, without executive management present. We reached out to shareholders representing 80% of shares outstanding and conducted meetings with investors who accepted our invitations to engage, which represented approximately 20% of shares outstanding and 47% of active shares outstanding. Shareholders appreciated our active outreach and the opportunity to speak with our Board Chair, offering constructive feedback. Overall, shareholder response to both our Investor Day in the Spring and our Fall outreach activities was positive and supportive of the Company's strategic direction.
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