KBR (KBR) Proxy filing summary

Executive summary

• Achieved $7.8B in revenue for 2025, with 11% net income growth and a 12% increase in adjusted EBITDA compared to 2024.

• Announced the spin-off of the Mission Technology Solutions (MTS) business into a standalone public company, aiming to reduce complexity and position both entities for long-term growth.

• Maintained a strong backlog of $23.2B and secured major contracts in national security, energy, and space sectors.

• 35% of 2025 revenue was sustainability-focused, with continued investment in digital and AI solutions.

• Received MSCI's AAA sustainability ranking for the third consecutive year and multiple workplace awards.

Voting matters and shareholder proposals

• Election of 11 directors for one-year terms.

• Advisory vote to approve named executive officer compensation (say-on-pay).

• Ratification of KPMG LLP as independent auditor for fiscal year ending January 1, 2027.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of 11 directors, 91% independent, with diverse backgrounds and expertise in engineering, energy, government, and technology.

• Seven new independent directors added over the past six years, increasing diversity.

• Annual director elections with majority voting standards; Lead Independent Director role established.

• Four standing committees: Audit, Compensation, Nominating and Corporate Governance, and Sustainability, Technology & Cybersecurity.

• Board and committee evaluations conducted annually, with enhancements to governance and succession planning.