EQT (EQT) Proxy Filing summary

Executive summary

• Achieved transformative acquisition of Equitrans Midstream Corporation, creating the only large-scale, vertically integrated natural gas business in the U.S. and unlocking $275 million in expected annualized synergies.

• Generated $2.8 billion in net cash from operations and $695 million in free cash flow in 2024, retired $4.3 billion in debt, and distributed $327 million in dividends.

• Achieved net zero Scope 1 and Scope 2 GHG emissions ahead of the 2025 target, becoming the first traditional energy producer of scale to do so.

• Formed a midstream joint venture with Blackstone, generating $3.4 billion in net cash proceeds, and sold non-operated assets for $1.7 billion.

Voting matters and shareholder proposals

• Election of 10 directors for one-year terms.

• Advisory vote on 2024 executive compensation (say-on-pay).

• Amendment to Bylaws for officer exculpation per Pennsylvania law.

• Approval of the 2025 Employee Stock Purchase Plan.

• Ratification of Ernst & Young LLP as independent auditor for 2025.

Board of directors and corporate governance

• Board reduced from 14 to 10 members; 8 of 10 nominees are independent.

• Board diversity: 50% of nominees are women or racially/ethnically diverse.

• Board committees: Audit, Corporate Governance, Management Development and Compensation, and Public Policy and Corporate Responsibility.

• Independent Board Chair role separated from CEO; Thomas F. Karam to assume Chair role after 2025 meeting.

• Shareholder-friendly provisions: annual director elections, majority voting, proxy access, and right to call special meetings at 25% threshold.