RBC Bearings (RBC) Proxy Filing summary

Voting matters and shareholder proposals

• Election of three Class II directors for a three-year term, with board recommending all nominees.

• Ratification of Ernst & Young LLP as independent auditor for fiscal 2025.

• Approval of an amendment to eliminate personal liability of officers for monetary damages for breach of fiduciary duty of care, as permitted by Delaware law.

• Advisory vote on named executive officer compensation (say-on-pay).

Board of directors and corporate governance

• Nominees for Class II director positions are Richard R. Crowell, Dr. Amir Faghri, and Dr. Steven H. Kaplan, each recommended by the board.

• Directors elected will serve until the 2027 annual meeting.

Audit committee and external auditor matters

• Proposal to ratify Ernst & Young LLP as the independent registered public accounting firm for the next fiscal year.