Adamas Trust (ADAM) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 12, 2025, to be held virtually, with shareholders able to vote and submit questions online.

• Key 2024 developments include a 44% increase in investment portfolio, $1.4B in securitizations, and a 60% YoY increase in adjusted interest income.

• Focus on prudent portfolio growth, liquidity preservation, and operational efficiency, with $343M in dry powder and a low 3.3% cost of operations.

• Enhanced shareholder engagement and transparency, with regular outreach and feedback incorporated into governance and compensation practices.

Voting matters and shareholder proposals

• Election of seven directors to serve until the 2026 Annual Meeting.

• Advisory vote to approve named executive officer compensation.

• Advisory vote on the frequency of future advisory votes on executive compensation, with annual votes recommended.

• Ratification of Grant Thornton LLP as independent registered public accounting firm for fiscal year ending December 31, 2025.

Board of directors and corporate governance

• Board consists of seven directors, five of whom are independent; 43% of nominees are women.

• Board skills matrix highlights expertise in finance, risk management, ESG, and capital markets.

• Separate Chair and CEO roles, with an independent Lead Director.

• Annual board and committee self-assessments, robust succession planning, and regular executive sessions of independent directors.

• No shareholder rights plan or poison pill; stockholders can amend bylaws by majority vote.