KLX Energy Services (KLXE) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on May 7, 2025, with shareholders of record as of March 19, 2025, eligible to vote on key proposals and director elections.

• Shareholders can vote online, by phone, mail, or during the virtual meeting, with materials available electronically to reduce costs and improve access.

• 2024 financial results included $709.3 million in revenue, a net loss of $53.0 million, positive operating cash flow of $54.2 million, and adjusted EBITDA of $89.6 million.

Voting matters and shareholder proposals

• Proposals include declassifying the board, electing three Class I directors, a non-binding say-on-pay vote, eliminating supermajority voting requirements for bylaw and charter amendments, and ratifying Deloitte & Touche LLP as auditor.

• The board recommends voting in favor of all proposals and director nominees.

• Shareholders may submit proposals for the 2026 annual meeting by specified deadlines.

Board of directors and corporate governance

• The board consists of seven members, six of whom are independent, with a non-executive independent chairman.

• Board committees (Audit, Compensation, Nominating/Governance) are composed entirely of independent directors.

• The board regularly reviews its leadership structure, effectiveness, and committee composition, emphasizing diversity and relevant experience.

• Directors are subject to a plurality plus majority voting policy, and must tender resignations if withheld votes equal or exceed votes for.