Carlisle Companies (CSL) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held on April 30, 2025, to elect three directors, approve executive compensation, and ratify the external auditor for 2025.

• Shareholders of record as of March 5, 2025, are entitled to vote; 44,149,405 shares were outstanding as of the record date.

• Voting can be done online, by phone, mail, or in person, with detailed instructions provided.

Voting matters and shareholder proposals

• Proposals include electing three directors, an advisory vote on 2024 executive compensation, and ratification of Deloitte & Touche LLP as auditor for 2025.

• The board recommends voting FOR all three proposals.

• Shareholders can submit proposals for the 2026 meeting by November 18, 2025, following SEC and bylaw requirements.

Board of directors and corporate governance

• The board consists of 11 directors, divided into three classes; three are up for election for three-year terms.

• Directors must submit resignations upon reaching age 72 or 18 years of service.

• A majority of directors are independent per NYSE and SEC rules; the board has a Lead Independent Director.

• Three standing committees: Audit, Compensation, and Corporate Governance and Nominating, each with defined roles and rotating chairs.

• Board diversity is emphasized, including gender, race, and ethnicity.