Olin (OLN) Proxy filing summary

Executive summary

• The annual meeting is scheduled for April 30, 2026, with shareholders voting on key proposals including director elections, executive compensation, and the new long-term incentive plan.

• Eight directors are nominated for one-year terms; one current director will retire, reducing the board size.

• The board recommends voting in favor of all proposals, including the 2026 Long Term Incentive Plan and ratification of KPMG as auditor.

• Shareholders representing over 91% of shares participated in the previous annual meeting.

Voting matters and shareholder proposals

• Proposals include election of eight directors, approval of the 2026 Long Term Incentive Plan, advisory vote on executive compensation, and ratification of KPMG as auditor.

• Shareholders can submit proposals for the 2027 meeting by specified deadlines and may recommend or directly nominate directors.

• The board recommends a vote FOR all director nominees and proposals.

Board of directors and corporate governance

• The board consists of eight nominees with diverse experience in leadership, finance, operations, and risk management.

• All directors except the CEO are independent under NYSE standards.

• Committees include Audit, Compensation, Nominating and Governance, and Executive, each with defined charters and annual evaluations.

• The board separates the roles of CEO and Chairman for independent oversight.

• Annual board and committee evaluations are conducted, and a code of conduct and insider trading policy are in place.