Quantum Corporation (QMCO) Proxy filing summary

Executive summary

• Achieved debt elimination, strengthened balance sheet, and improved revenue over the past year, with a reconstituted executive team and ongoing focus on operational rigor and resilience.

• Facing new supply chain challenges, the company is leveraging expertise in data security and infrastructure protection to support customers and drive innovation.

• Employees have been recognized for adaptability and contributions, with proxy proposals aimed at rewarding and aligning them with shareholder interests.

Voting matters and shareholder proposals

• Shareholders will vote on electing seven directors, amending and restating the 2023 Long-Term Incentive Plan, a non-binding advisory vote on executive compensation, and ratifying the appointment of CohnReznick LLP as the independent auditor.

• The Board recommends voting “FOR” all proposals and nominees.

• Cumulative voting is permitted for director elections, and majority voting applies in uncontested elections.

Board of directors and corporate governance

• Board consists of seven nominees, with approximately 75% independent directors and a separation of Chair and CEO roles to enhance governance.

• Board committees include Audit, Leadership & Compensation, Corporate Governance & Nominating, and Special Committees, each with defined responsibilities and independent leadership.

• Board diversity is considered in nominations, with a focus on varied backgrounds, skills, and perspectives.

• Annual self-evaluations and ongoing governance reviews are conducted to ensure effectiveness.