SandRidge Energy (SD) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held on June 10, 2026, with voting on four key proposals, including director elections, auditor ratification, executive compensation, and extension of the Omnibus Incentive Plan.

• Stockholders of record as of April 13, 2026, are eligible to vote, with multiple voting methods available, including online, phone, mail, or in person.

• Proxy materials are primarily distributed via the Internet, with paper copies available upon request.

Voting matters and shareholder proposals

• Proposals include electing six directors, ratifying Grant Thornton LLP as auditor, a non-binding say-on-pay vote, and extending the Omnibus Incentive Plan to 2036.

• The Board recommends voting FOR all proposals.

• Shareholders can submit proposals or director nominations for future meetings, with specific deadlines and requirements outlined.

Board of directors and corporate governance

• Six nominees are proposed for election, with a majority being independent under NYSE standards.

• The Board is led by an independent Chair, with separate CEO and Chair roles to enhance oversight.

• Committees include Audit, Compensation, and Nominating & Governance, all composed of independent directors.

• Annual board and committee evaluations are conducted, and stockholders can communicate directly with the Board.