The Brink's Company (BCO) Proxy filing summary

Executive summary

• The annual meeting is scheduled for April 28, 2026, with shareholders voting on director elections, executive compensation, auditor ratification, an amended equity plan, and a shareholder proposal.

• 2025 financial highlights include $5.3B revenue (+5%), $977M adjusted EBITDA (+7%), $710M non-GAAP operating profit (+13%), and $436M free cash flow (+9%).

• AMS/DRS revenue grew 21% to $1.5B, reflecting strategic focus on digital and managed services.

Voting matters and shareholder proposals

• Shareholders will vote on nine director nominees, a non-binding say-on-pay resolution, auditor ratification, approval of the amended 2024 Equity Incentive Plan, and a shareholder proposal on reporting employee retention rates by demographic categories.

• The board recommends voting FOR all management proposals and AGAINST the shareholder proposal.

Board of directors and corporate governance

• Eight of nine director nominees are independent; average tenure is 8.8 years.

• Board committees (Audit, Compensation, Governance, Finance) are composed entirely of independent directors.

• Annual board, committee, and individual evaluations are conducted, with periodic use of external facilitators.

• Directors are subject to a mandatory retirement age and overboarding policy.

• Proxy access rights are available for shareholders owning at least 20% of shares.