Velocity Financial (VEL) Proxy Filing summary

Executive summary

• Achieved record earnings and met the $5 billion loan portfolio goal for 2025, driven by strong production and growth in unpaid principal balance and loans produced in 2024.

• Annual meeting scheduled for May 23, 2025, to be held virtually, with shareholders encouraged to vote on key proposals.

Voting matters and shareholder proposals

• Shareholders will vote on the election of directors, advisory approval of 2024 executive compensation, ratification of independent auditors, and an increase to the share reserve under the 2020 Omnibus Incentive Plan.

• Board recommends voting in favor of all proposals.

Board of directors and corporate governance

• Board consists of eight nominees with diverse backgrounds in finance, investment, real estate, and public service.

• Governance enhancements include annual self-assessments, stock ownership guidelines, director retirement age policy, anti-hedging/pledging policy, and diversity requirements for board leadership.

• Majority vote standard for uncontested director elections and advance resignation policy in place.

• Shareholders have rights to vote by written consent and call special meetings.