Sanmina (SANM) Proxy Filing summary

Board of directors and corporate governance

• Mythili Sankaran attended fewer than 75% of Board and committee meetings in fiscal 2025 due to an extraordinary number of special meetings for the ZT Systems acquisition, but remained engaged and attended all regular meetings and the key acquisition approval meeting.

• The Board remains confident in Ms. Sankaran's commitment and overall contributions during her tenure.

• Corporate Governance Guidelines were amended to require periodic evaluation of whether the Chair and CEO roles should be separated and whether the Chair should be independent.

• The Board currently maintains a combined Chairman/CEO structure with a strong Lead Independent Director, citing strategic benefits during a critical period.

Voting matters and shareholder proposals

• A shareholder proposal requested an enduring policy to separate the Chairman and CEO roles, prompting the Board to amend governance guidelines for periodic evaluation of this structure.

Related party transactions

• The Board convened numerous special meetings in early 2025 to evaluate and ultimately approve the acquisition of ZT Group Int'l, Inc. (ZT Systems) in May 2025.