The Goodyear Tire & Rubber Company (GT) Proxy Filing summary

Executive summary

• 2025 marked the completion of a major transformation plan, including three divestitures and significant deleveraging, despite falling short of margin targets due to industry volatility and global trade disruptions.

• The company generated $18.3 billion in revenue and $1.1 billion in segment operating income, with $2.3 billion in asset sale proceeds exceeding targets and $1.5 billion in run-rate segment operating income savings.

• Strategic focus shifted to high-value market segments, launching 30% more new products, and improving cost discipline and financial resilience.

• Leadership changes included the addition of new independent directors and ongoing board refreshment to align with evolving strategy and risks.

Voting matters and shareholder proposals

• Shareholders are asked to elect twelve directors, approve an advisory resolution on executive compensation, and ratify the appointment of PricewaterhouseCoopers LLP as the independent auditor for 2026.

• The board recommends voting FOR all proposals.

Board of directors and corporate governance

• The board is composed of a diverse group with a mix of tenures, skills, and backgrounds, including recent additions to enhance expertise in finance and branded consumer products.

• 83% of director nominees are independent; all key committees are fully independent.

• The roles of Chairman and CEO are separated, with robust responsibilities for the independent Chairman.

• Annual board and committee evaluations, proxy access, and no poison pill are in place.