Ingredion (INGR) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 20, 2026, with voting on director elections, executive compensation, and auditor ratification.

• The board elected a new Chairman and Lead Director in February 2026, emphasizing leadership continuity and strategic focus.

• Shareholders of record as of March 23, 2026, are eligible to vote, with multiple methods available for proxy submission.

• The company reported record earnings for 2025, with net sales of $7.2 billion and strong profit growth despite a challenging market.

Voting matters and shareholder proposals

• Shareholders will vote on electing 11 directors for one-year terms, an advisory say-on-pay vote, and ratification of KPMG LLP as auditor.

• The board recommends voting in favor of all proposals.

• Shareholder proposals and director nominations for the 2027 meeting must be submitted by specified deadlines.

Board of directors and corporate governance

• The board consists of 11 directors, 10 of whom are independent, with diverse backgrounds and expertise.

• Board committees include Audit, People, Culture, and Compensation (PCC), and Corporate Governance and Nominating (CGN), all composed of independent directors.

• The board held six meetings in 2025, with all directors attending at least 75% of meetings.

• The board combines the roles of Chairman and CEO, with an independent Lead Director providing additional oversight.

• Directors are required to retire at 75, with exceptions granted as needed.