Heritage Insurance (HRTG) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 10, 2026, as a hybrid event allowing both in-person and virtual participation.

• Six directors are up for election to serve until the 2027 annual meeting.

• Proposals include ratification of the independent auditor, advisory votes on executive compensation, and frequency of future say-on-pay votes.

• Shareholder engagement efforts continued, focusing on governance and compensation alignment.

Voting matters and shareholder proposals

• Proposals: elect six directors, ratify Plante & Moran, PLLC as auditor for 2026, approve executive compensation (say-on-pay), and determine frequency of future say-on-pay votes (recommended: annual).

• Board recommends voting for all director nominees, for auditor ratification, for say-on-pay, and for annual say-on-pay votes.

• Shareholders may submit proposals for the 2027 meeting by December 31, 2026.

Board of directors and corporate governance

• Board consists of six members, five of whom are independent.

• Separate CEO and Chairman roles; committees include Audit, Compensation, and Corporate Governance/Nominating, all composed of independent directors.

• Directors elected annually; over 75% are independent.

• Board and committees met regularly in 2025, with full attendance.

• Code of Business Conduct and Ethics applies to all employees and directors.