Blackberry (BB) Proxy filing summary

Executive summary

• The annual and special meeting will be held virtually on June 25, 2026, to address key governance, compensation, and shareholder matters.

• Seven directors are up for election, including one new nominee, with detailed biographies and independence status provided.

• Shareholders will vote on auditor re-appointment, amendments to equity and share purchase plans, executive compensation, and a shareholder proposal.

• The company reported strong revenue growth, improved profitability, and cash flow in Fiscal 2026, with significant outperformance of its stock versus the S&P Software & Services Select Industry index.

Voting matters and shareholder proposals

• Proposals include election of directors, auditor re-appointment, approval of unallocated DSU entitlements, amendments to the ESPP, advisory votes on executive compensation and its frequency, and a shareholder proposal to amend by-laws.

• The board recommends voting for all management proposals and against the shareholder proposal, which seeks procedural changes for contested meetings and reimbursement for contesting shareholders.

Board of directors and corporate governance

• The board consists of seven members, six of whom are independent; all committee chairs are independent.

• Board and committee attendance was 100% for all directors in Fiscal 2026.

• The board oversees risk, compliance, succession planning, and strategic initiatives, with a formal mandate and annual self-evaluation.

• The board maintains a diversity policy, with 43% female director nominees and 25% female executive officers.