Matrix Service Company (MTRX) Proxy Filing summary

Executive summary

• Supplement updates Proposal 5 regarding the amendment to the 2020 Stock and Incentive Compensation Plan.

• Provides revised share information as of September 12, 2025, for all equity compensation plans.

• Actual PSU performance for the prior three years was 109% (2025), 28.25% (2024), and 0% (2023).

Voting matters and shareholder proposals

• Proposal 5 seeks approval to increase authorized shares under the 2020 Plan from 3,975,000 to 5,000,000.

• Supplement replaces previous table to show PSU awards at target rather than maximum performance.

Executive compensation and say-on-pay

• Outstanding awards include 703,935 RSUs and 1,377,149 PSUs at target performance.

• At maximum performance, 2,754,298 PSUs would be outstanding.

• Shares available for future grant under the 2020 Plan are 462,442.