Gentex (GNTX) Proxy Filing summary

Executive summary

• Net sales increased by 1% in 2024, reaching the highest annual sales in company history, with continued improvements in gross margin and a 5% revenue outperformance versus primary markets.

• The 2025 Annual Meeting will address director elections, auditor ratification, and an advisory vote on executive compensation.

• Shareholders of record as of March 17, 2025, are entitled to vote, with multiple voting methods available.

Voting matters and shareholder proposals

• Shareholders will vote to elect nine directors, ratify Ernst & Young LLP as auditors for 2025, and approve executive compensation on an advisory basis.

• The Board recommends voting FOR all proposals.

• Shareholder proposals for the 2026 meeting must be submitted by December 4, 2025.

Board of directors and corporate governance

• The Board consists of nine members, eight of whom are independent; diversity has increased with two female and three other diverse directors.

• The Board is declassified, with annual elections and a majority voting policy for directors.

• Four standing committees: Audit, Compensation, Executive, and Nominating and Corporate Governance, all with written charters.

• Board and committee self-evaluations are conducted annually; all directors attended at least 75% of meetings in 2024.