MYR Group (MYRG) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on April 24, 2025, allowing global participation and reducing costs and environmental impact.

• Shareholders of record as of February 28, 2025, are eligible to vote on director elections, executive compensation, and auditor ratification.

• 2024 revenue was $3.36 billion, net income was $30.3 million, and backlog stood at $2.58 billion.

Voting matters and shareholder proposals

• Shareholders will vote on electing two Class III directors for one-year terms, advisory approval of executive compensation, and ratification of Crowe LLP as the independent auditor.

• Board recommends voting FOR all proposals.

• Shareholder proposals and nominations for the 2026 meeting must be submitted between December 25, 2025, and January 24, 2026.

Board of directors and corporate governance

• Board consists of eight directors, with a transition to a fully declassified board by 2026.

• All directors except the CEO are independent; committees are 100% independent.

• Board refreshment policy includes a 15-year term limit and retirement age of 72.

• Board diversity includes gender, race/ethnicity, and international representation.

• Directors are expected to own stock equal to at least four times their annual cash retainer.