DigitalBridge Group (DBRG) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on May 28, 2026, with voting on key proposals including director elections, executive compensation, an amendment to the stock incentive plan, and auditor ratification.

• The company reported strong 2025 financial results, exceeding targets for fee revenue, earnings, and assets under management, and announced a pending $4.0 billion acquisition by SoftBank, approved by stockholders in April 2026.

• The board emphasizes ongoing corporate governance, stockholder engagement, and a majority of independent directors, with robust policies on ethics, anti-hedging, and stock ownership.

Voting matters and shareholder proposals

• Proposals include electing 9 directors, an advisory vote on executive compensation, approval of an amendment to the 2024 Omnibus Stock Incentive Plan, and ratification of Ernst & Young LLP as auditor.

• The board recommends voting FOR all proposals.

• Shareholders may submit proposals for the 2027 meeting by December 28, 2026.

Board of directors and corporate governance

• The board consists of 9 nominees, 8 of whom are independent, with diverse backgrounds and an average tenure of 4.2 years.

• The board is led by an independent chairperson, with all committees composed of independent directors.

• Committees include Audit, Compensation, and Nominating & Corporate Governance, each with defined oversight roles.

• Annual board and committee evaluations, director stock ownership guidelines, and a policy for director resignation upon significant changes in occupation or conflicts.