Montrose Environmental Group (MEG) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on May 6, 2025, for stockholders of record as of March 12, 2025, to vote on key proposals and review company performance and governance.

• Proxy materials, including the 2024 Annual Report, are available online, and stockholders are encouraged to vote electronically or by mail.

• The company emphasizes ongoing stockholder engagement, transparency, and responsiveness to feedback, especially regarding governance and executive compensation.

Voting matters and shareholder proposals

• Four proposals: (1) election of three Class II directors, (2) ratification of Deloitte & Touche LLP as auditor, (3) advisory approval of executive compensation (Say-on-Pay), and (4) amendment to declassify the Board for annual director elections.

• Board recommends a vote “FOR” all proposals.

• Stockholders may submit proposals for the 2026 meeting by November 24, 2025, and director nominations between January 6 and February 5, 2026.

Board of directors and corporate governance

• Board consists of ten members, majority independent, with diverse backgrounds and skills; recent addition of Vincent P. Colman and ongoing search for further industry expertise.

• Board leadership is currently separated between a non-executive Chairman and CEO.

• Ongoing board refreshment, director onboarding, and annual self-evaluations, including third-party assessments, to enhance effectiveness.

• Proposal to declassify the Board and move to annual elections by 2028, reflecting stockholder feedback and best practices.