Playboy (PLBY) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on June 16, 2026, with voting available online, by phone, or by mail.

• Five key proposals are up for vote: election of two directors, amendment to the equity incentive plan, ratification of the auditor, advisory vote on executive compensation, and potential adjournment.

• Proxy materials are distributed primarily via internet to reduce costs and environmental impact.

Voting matters and shareholder proposals

• Proposals include electing two Class III directors, amending the 2021 Equity and Incentive Compensation Plan to add 10 million shares, ratifying RSM US LLP as auditor, advisory say-on-pay, and adjournment if needed.

• Board recommends voting FOR all proposals.

• Shareholders can submit proposals for the 2027 meeting between February 16 and March 18, 2027.

Board of directors and corporate governance

• Board consists of six members, with one vacancy to be filled by an independent director.

• Board is divided into three classes, each serving staggered three-year terms.

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

• Board diversity matrix highlights gender and ethnic diversity.

• Non-employee directors receive a mix of cash and equity compensation, with annual retainers and committee fees.