Emerald (EEX) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 21, 2026, with shareholders voting on director elections, auditor ratification, executive compensation, and the frequency of future say-on-pay votes.

• Onex Corporation controls 93.2% of outstanding shares, making the company a "controlled company" under NYSE rules.

• The company is a leading B2B event organizer with diversified operations and a strong portfolio of trade shows and digital solutions.

Voting matters and shareholder proposals

• Shareholders will vote on re-election of three Class III directors, ratification of PricewaterhouseCoopers LLP as auditor, a non-binding say-on-pay vote, and the frequency of future say-on-pay votes.

• The board recommends voting FOR all director nominees, FOR auditor ratification, FOR executive compensation, and for a three-year frequency on say-on-pay votes.

• Shareholders of record as of March 27, 2026, are entitled to vote.

Board of directors and corporate governance

• The board consists of nine directors in three staggered classes; a majority are independent.

• The roles of CEO and Chairman are separated; the board has no lead independent director but maintains strong governance practices.

• Committees include Audit, Compensation, and Nominating & Corporate Governance, with most members being independent.

• Stock ownership guidelines and a no hedging/pledging policy are in place for directors and executives.