Berry (BRY) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 20, 2025, to be held virtually, with full participation and voting rights for shareholders attending online.

• 2024 financial highlights: net income of $19M, adjusted net income of $52M, operating cash flow of $210M, adjusted EBITDA of $292M, and free cash flow of $108M.

• Production held steady at 25.4 MBoe/d (93% oil), with a 12% reduction in lease operating expenses and a 6% reduction in adjusted G&A year-over-year.

• Methane emissions reduced by over 80%, and proved reserves increased 4% to 107 MMBoe.

• Board and executive leadership changes in 2024 and early 2025, including new independent directors and executive appointments.

Voting matters and shareholder proposals

• Election of six director nominees for one-year terms.

• Advisory vote on executive compensation for 2024 (Say-on-Pay).

• Ratification of KPMG LLP as independent auditor for fiscal year ending December 31, 2025.

• No stockholder proposals were submitted for this meeting.

Board of directors and corporate governance

• Board consists of six members post-meeting, with five independent directors and an independent Board Chair.

• Annual elections for all directors; director resignation policy in place.

• All standing committees (Audit, Human Capital & Compensation, Nominating & Governance) are composed solely of independent directors.

• Board and committees conduct annual self-assessments and performance reviews.

• Board refreshment and succession planning led to new appointments and leadership transitions in 2024-2025.