Atmus Filtration Technologies (ATMU) Proxy filing summary

Executive summary

• Achieved 5.7% organic growth in 2025, with $1,764 million in sales and $353.5 million Adjusted EBITDA, reflecting strong execution of growth and supply chain strategies.

• Completed transition to full operational independence, including separation from Cummins and acquisition of Koch Filter, expanding into industrial air filtration.

• Returned $78 million to shareholders via $17 million in dividends and $61 million in share repurchases.

• Embedded a strong safety culture, achieving two years without a serious injury and reducing recordable injuries by 35%.

• Published first Sustainability Report and continued to invest in leadership development and inclusive culture.

Voting matters and shareholder proposals

• Four director nominees up for election to one-year terms expiring in 2027.

• Advisory vote to approve executive compensation (Say-on-Pay).

• Ratification of PricewaterhouseCoopers LLP as independent auditor for 2026.

• Shareholder proposals for 2027 must be submitted by specified deadlines per bylaws.

Board of directors and corporate governance

• Board declassification approved, transitioning to annual director elections by 2028.

• Board consists of eight directors, seven of whom are independent; three are female and two are racially/ethnically diverse.

• Board leadership structure separates Chair and CEO roles.

• Committees: Audit, Talent Management and Compensation, and Governance, all fully independent.

• Annual board and committee evaluations, robust director nomination process, and stockholder engagement.