Carrier Global (CARR) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on April 15, 2026, with voting eligibility for shareholders of record as of February 19, 2026.

• 2025 was marked by challenging market conditions, but strategic focus and disciplined execution positioned the company for long-term value creation.

• The company delivered net sales of $21.75 billion, with strong commercial HVAC and aftermarket performance, and returned $3.7 billion to shareholders through dividends and share repurchases.

• Continued investment in innovation, digital solutions, and sustainability initiatives, including new product launches and expanded data center capabilities.

• Board and management engagement with shareholders and focus on governance, risk oversight, and responsible AI integration.

Voting matters and shareholder proposals

• Shareholders will vote on the election of 10 directors, an advisory say-on-pay vote for executive compensation, and ratification of PricewaterhouseCoopers LLP as independent auditor for 2026.

• The board recommends voting FOR all director nominees, the say-on-pay proposal, and auditor ratification.

• Shareholders may submit proposals and director nominations for the 2027 meeting according to specified deadlines and procedures.

Board of directors and corporate governance

• The board consists of 10 members, 8 of whom are independent, with diverse backgrounds in leadership, finance, operations, and international business.

• Regular board and committee self-evaluations, annual director elections, and majority voting in uncontested elections.

• Board refreshment included the appointment of Amy Miles, enhancing diversity and expertise.

• Lead Independent Director role provides robust oversight and facilitates independent director engagement.

• Share ownership requirements and prohibitions on hedging, short sales, and pledging of company securities.