Mativ (MATV) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for April 30, 2026, to be held virtually; record date is March 10, 2026.

• Key items for shareholder vote: election of two directors, ratification of Deloitte & Touche LLP as auditor, advisory vote on executive compensation, and approval of an amendment to the 2024 Equity and Incentive Plan.

• Board and management emphasize importance of shareholder participation and voting.

Voting matters and shareholder proposals

• Shareholders will vote on: (1) election of two directors for terms expiring in 2029, (2) ratification of Deloitte & Touche LLP as independent auditor for 2026, (3) non-binding advisory vote on executive compensation, and (4) approval of an amendment to the 2024 Equity and Incentive Plan to increase available shares by 1,600,000.

• Board unanimously recommends voting FOR all proposals.

• Shareholder proposals and director nominations for the 2027 Annual Meeting must comply with company by-laws and SEC rules.

Board of directors and corporate governance

• Board consists of six directors, five of whom are independent; board is divided into three classes with staggered terms.

• Board diversity includes 33% gender diversity and a mix of skills and backgrounds.

• Majority vote resignation policy in place; annual board and committee evaluations conducted.

• Non-Executive Chair is independent; board committees (Audit, Compensation, Nominating & Governance) are composed entirely of independent directors.

• Directors and key executives are prohibited from hedging or pledging company stock.