Yext (YEXT) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for June 11, 2025, and will be held virtually, with voting on director elections, auditor ratification, executive compensation, and the frequency of future say-on-pay votes.

• Revenue for fiscal year ended January 31, 2025, increased to $421.0 million, with a net loss of $27.9 million and Adjusted EBITDA of $67.0 million.

• The company completed the acquisition of Hearsay Social, expanding its digital presence platform and product offerings.

• New product launches included Yext Social, Yext Customer Success, and AI-powered features for review generation and listings recommendations.

Voting matters and shareholder proposals

• Shareholders will vote on electing three Class II directors (Hillary Smith, Michael Walrath, Seth Waugh) for terms expiring in 2028.

• Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal year ending January 31, 2026.

• Advisory vote to approve named executive officer compensation and to determine the frequency of future advisory votes (board recommends annual votes).

• Board recommends voting for all proposals and for annual say-on-pay votes.

Board of directors and corporate governance

• The board consists of seven members divided into three staggered classes, with a majority being independent as per NYSE rules.

• Board committees include audit, compensation, and nominating/governance, all composed entirely of independent directors.

• The CEO also serves as board chair; a lead independent director is appointed to ensure independent oversight.

• The board and committees conducted annual self-evaluations and reviewed their charters.

• Directors are encouraged to attend annual meetings; four attended in 2024.