eXp World (EXPI) Proxy Filing summary

Executive summary

• 2025 was marked by industry volatility, but the company focused on agent empowerment, consumer transparency, and long-term resilience, including new public disclosures and referral-fee transparency forms.

• The Board is proposing reincorporation from Delaware to Texas, citing clearer governance and alignment with business needs.

• Key 2025 business highlights: 83,060 agents, $4.8B revenue (up 4%), net loss of $22.7M, adjusted EBITDA of $33.2M, 1.4% increase in transactions, and $87M returned to shareholders.

Voting matters and shareholder proposals

• Four proposals: election of six directors, ratification of Deloitte as auditor, advisory vote on executive compensation, and approval of redomestication to Texas.

• Board recommends voting FOR all proposals.

• Special Committee, comprised of independent directors, led the evaluation of redomestication, considering legal, governance, and litigation factors.

Board of directors and corporate governance

• Board consists of six members with diverse backgrounds in real estate, finance, sustainability, and customer loyalty.

• Majority of directors are independent; Board committees include Audit, Compensation, Nominating and Corporate Governance, and Sustainability.

• Annual self-evaluations are conducted for the Board and committees.

• Board refreshment and agent representation are priorities.