Acadia Healthcare Company (ACHC) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 6, 2026, with four main proposals: electing three Class III directors, approving an amendment to the incentive compensation plan, a non-binding advisory vote on executive compensation, and ratifying the appointment of Ernst & Young LLP as auditor for 2026.

• The board recommends voting in favor of all proposals and emphasizes the importance of shareholder participation.

• The company uses a notice and access model for proxy materials, encouraging electronic delivery to reduce costs and environmental impact.

Voting matters and shareholder proposals

• Proposal 1: Election of three Class III directors for terms expiring in 2029, with a phased declassification plan to have all directors stand for annual election by 2029.

• Proposal 2: Approval of a second amendment to the incentive compensation plan, increasing available shares by 3,000,000 to a total of 18,175,000.

• Proposal 3: Advisory vote on executive compensation (say-on-pay), with the board recommending approval.

• Proposal 4: Ratification of Ernst & Young LLP as independent auditor for 2026.

• Shareholders may also submit proposals and director nominations for future meetings, following specific bylaw procedures.

Board of directors and corporate governance

• The board consists of ten directors with diverse backgrounds in healthcare, finance, and business.

• Nine directors are independent; only the CEO is not.

• Five standing committees: Compensation, Audit and Risk, Nominating and Governance, Quality and Compliance, and Finance.

• The board separates the roles of CEO and Chairman and regularly reviews its leadership structure.

• Directors are subject to stock ownership guidelines and a code of conduct.