Titan International (TWI) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 18, 2026, via virtual web conference, with record date set as April 22, 2026.

• 2025 performance marked by macroeconomic volatility, but achieved $1.8B in sales, 8% CAGR since 2020, and 13.9% gross margin.

• Expanded Goodyear licensing agreement to include consumer segment products.

Voting matters and shareholder proposals

• Election of seven directors for one-year terms: Richard M. Cashin Jr., Max A. Guinn, Mark H. Rachesky, Paul G. Reitz, Anthony L. Soave, Maurice M. Taylor Jr., and Laura K. Thompson.

• Ratification of BDO USA P.C. as independent auditor for 2026.

• Non-binding advisory vote on 2025 executive compensation (say-on-pay).

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of seven directors, five of whom are independent.

• All directors elected annually by majority vote; proxy access and right to call special meetings for shareholders with 20%+ ownership.

• Chairman and CEO roles are separated; all committee members are independent.

• Active shareholder engagement program and no supermajority voting requirements.