FTI Consulting (FCN) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 4, 2025, with voting available online or in person.

• Shareholders are encouraged to review proxy materials and annual report before voting.

Voting matters and shareholder proposals

• Election of nine directors, with board recommending a vote for all nominees.

• Ratification of KPMG LLP as independent auditor for the fiscal year ending December 31, 2025.

• Advisory vote on executive compensation for the year ended December 31, 2024.

• Proposal to amend the 2017 Omnibus Incentive Compensation Plan, increasing authorized shares by 676,000 and extending expiration to June 4, 2035.

• Proxy holders may vote on other business arising at the meeting.

Board of directors and corporate governance

• Board recommends all director nominees for election at the annual meeting.

• Director nominees include Mark S. Bartlett, Elsy Boglioli, Claudio Costamagna, Nicholas C. Fanandakis, Steven H. Gunby, Stephen C. Robinson, Laureen E. Seeger, Eric T. Steigerwalt, and Janet H. Zelenka.