Chimera Investment (CIM) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for June 10, 2025, and will be held virtually to encourage broader shareholder participation.

• Shareholders will vote on the election of directors, a non-binding advisory vote on executive compensation, and the ratification of Ernst & Young LLP as the independent auditor for 2025.

• The company uses a notice and access model for proxy materials, reducing costs and environmental impact.

Voting matters and shareholder proposals

• Shareholders will elect two Class III Directors (Brian P. Reilly and Cynthia B. Walsh) for terms ending in 2028 and one Class II Director (Phillip J. Kardis II) for a term ending in 2027.

• Advisory vote on executive compensation and ratification of Ernst & Young LLP as independent auditor for 2025 are on the agenda.

• Board recommends voting FOR all director nominees and both proposals.

• Shareholder proposals for the 2026 meeting must be submitted by December 25, 2025.

Board of directors and corporate governance

• The board is composed of three classes of directors with staggered terms; six of seven directors are independent.

• Board leadership is separated between the CEO and an independent Chairman.

• Four standing committees: audit, compensation, nominating and corporate governance, and risk, all comprised solely of independent directors.

• Annual board and committee self-evaluations are conducted, and director stock ownership guidelines are in place.

• Policies prohibit hedging, pledging, and margin accounts for company securities.