Mueller Industries (MLI) Proxy filing summary

Executive summary

• Achieved record financial results in 2025, with operating income exceeding $950 million and net income of $765 million, despite challenging market conditions and international headwinds.

• Ended 2025 with $1.4 billion in cash and no debt, and generated $755 million in cash from operations.

• Raised the regular quarterly dividend by 25% in 2025 and announced a further 40% increase for 2026, marking the sixth consecutive annual increase above 20%.

• Repurchased $244 million of common stock in 2025 as part of a capital allocation strategy.

• Launched a 2030 Strategic Plan aiming to double 2024 operating income to $1.5 billion, focusing on core investments, downstream expansion, and targeted acquisitions.

Voting matters and shareholder proposals

• Stockholders will vote on three proposals: election of eight directors, ratification of Ernst & Young LLP as independent auditors for 2026, and an advisory vote on executive compensation.

• Board recommends voting FOR all director nominees, auditor ratification, and the say-on-pay proposal.

• Directors are elected by plurality; auditor and say-on-pay proposals require a majority of shares present or represented by proxy.

Board of directors and corporate governance

• Board consists of eight nominees, seven of whom are independent; CEO is the only management director.

• Three standing committees: Audit, Compensation and Personnel Development, and Nominating and Governance, all composed of independent directors.

• Board and committees met regularly in 2025, with 100% attendance.

• Board annually evaluates its own and committees' performance; Lead Independent Director role established.

• Board diversity and independence are emphasized, with formal policies to include diverse candidates in director searches.