Fluence Energy (FLNC) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for March 12, 2026, and will be held virtually, with voting available online, by phone, or by mail.

• Stockholders will vote on the election of 12 directors, ratification of the external auditor, an advisory say-on-pay vote, and an amendment to the 2021 Incentive Award Plan.

• The company emphasizes its commitment to strong governance, transparency, and alignment of executive and director interests with shareholders.

Voting matters and shareholder proposals

• Proposals include: (1) election of 12 directors, (2) ratification of Ernst & Young LLP as auditor, (3) advisory approval of executive compensation, and (4) approval of the amended 2021 Incentive Award Plan.

• The board recommends voting FOR all proposals.

• Shareholders may submit additional proposals or director nominations for future meetings, following bylaw requirements.

Board of directors and corporate governance

• The board consists of 12 members, with a mix of independent and designated directors per the Stockholders Agreement.

• Board committees include Audit, Compensation and Human Resources, Nominating and Corporate Governance, and Finance and Investment.

• The company qualifies as a "controlled company" under Nasdaq rules, relying on certain governance exemptions.

• Board and committee meetings were well attended, and the board regularly reviews its leadership structure.

• Director compensation includes cash retainers and equity awards, with a strong stock ownership policy.