Annaly Capital Management (NLY) Proxy Filing summary

Voting matters and shareholder proposals

• Election of nine directors is up for vote at the annual meeting scheduled for May 14, 2025.

• Advisory approval of executive compensation is presented as a voting item.

• Ratification of Ernst & Young LLP as independent auditor for the fiscal year ending December 31, 2025 is proposed.

• Advisory stockholder proposal to adopt the right to act by written consent is included, with the board recommending a vote against.

Board of directors and corporate governance

• Nine director nominees are listed for election, including David L. Finkelstein, Thomas Hamilton, Kathy Hopinkah Hannan, Martin Laguerre, Manon Laroche, Eric A. Reeves, Glenn A. Votek, Scott Wede, and Vicki Williams.

Executive compensation and say-on-pay

• Advisory vote on executive compensation is included as a key agenda item, with the board recommending approval.