MYR Group (MYRG) investor relations material

Executive summary

• The 2026 Annual Meeting will be held virtually on April 23, 2026, allowing global participation and reducing costs and environmental impact.

• Shareholders will vote on the election of eight directors, advisory approval of executive compensation, and ratification of the independent auditor.

• The Board recommends voting in favor of all proposals and emphasizes strong corporate governance, risk oversight, and shareholder engagement.

Voting matters and shareholder proposals

• Shareholders will elect eight director nominees for one-year terms, declassifying the Board as approved in 2023.

• Advisory approval of executive compensation (Say-on-Pay) and ratification of Crowe LLP as independent auditor are on the agenda.

• Board recommends voting FOR all director nominees, executive compensation, and auditor ratification.

• Shareholders may submit proposals and director nominations for the 2027 meeting within specified deadlines.

Board of directors and corporate governance

• Board consists of eight directors, seven of whom are independent; all committees are fully independent.

• Board diversity is prioritized, with four directors under 60 and four female or racially/ethnically diverse.

• Annual Board and committee self-evaluations are conducted, and a 15-year term limit and retirement age of 72 are in place.

• Board leadership is separated between an independent Chair and the CEO.

• Directors comply with overboarding and insider trading policies.