Bristol-Myers Squibb Company (BMY) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 5, 2026, with virtual participation available.

• Shareholders are invited to vote on key proposals, including director elections and executive compensation.

Voting matters and shareholder proposals

• Election of eleven directors is on the agenda, with all nominees recommended by the board.

• Advisory vote on executive compensation (say-on-pay) is recommended for approval.

• Approval of the 2026 Stock Award and Incentive Plan is proposed.

• Ratification of the appointment of an independent registered public accounting firm is recommended.

• Shareholder proposal to require an independent board chair is not supported by the board.

Board of directors and corporate governance

• Eleven director nominees are presented for election, including individuals with diverse backgrounds in medicine, business, and science.

• Board recommends voting against a shareholder proposal for an independent chair policy.