Ichor (ICHR) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for May 14, 2025, both virtually and at the corporate headquarters, with shareholders able to vote on key proposals online, by phone, or by mail.

• Shareholders will vote on the re-election of nine directors, the adoption of a new 2025 Omnibus Incentive Plan, an advisory say-on-pay vote, and the ratification of KPMG LLP as the independent auditor.

• The board recommends voting in favor of all proposals, emphasizing the importance of shareholder participation and transparency in governance.

Voting matters and shareholder proposals

• Proposals include electing nine directors, approving the 2025 Omnibus Incentive Plan, advisory approval of executive compensation, and ratifying KPMG LLP as auditor.

• All proposals require a simple majority of votes cast; abstentions and broker non-votes do not affect outcomes.

• Shareholders can submit proposals for the 2026 meeting by following SEC and company guidelines.

Board of directors and corporate governance

• The board will be reduced to nine members post-meeting, with 78% independence and 22% women.

• Board committees include Audit, Human Capital, and Nominating & Corporate Governance, all with independent chairs and members.

• Succession planning is ongoing, with the Lead Independent Director set to become Chairman after the 2025 meeting.

• Directors possess diverse expertise in leadership, finance, technology, and global business.