Cannae (CNNE) Proxy Filing summary

Executive summary

• Responded to Carronade Capital's director nomination and reaffirmed focus on long-term value creation.

• Appointed William P. Foley, II as CEO in February 2024 to execute a new strategic plan.

• Internalized management by ending the Management Services Agreement, reducing expenses and aligning executive compensation with stock performance.

• Strategy centers on returning capital to shareholders, rebalancing the portfolio toward private investments, and improving portfolio company performance.

• Since March 2021, returned $738 million to shareholders, repurchasing about 35% of common stock.

Voting matters and shareholder proposals

• Engaged with Carronade Capital regarding their proposals and director nominations, seeking a mutually agreeable resolution.

• Board will present recommendations for director elections in the definitive proxy statement for the 2025 Annual Meeting.

Board of directors and corporate governance

• Board and management collectively own 11% of outstanding common stock, aligning interests with shareholders.

• Board composition and executive officer details provided, with ongoing proxy solicitation for the 2025 Annual Meeting.