Uniti Group (UNIT) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 21, 2026, with voting on key proposals including director elections, equity plan amendments, executive compensation, and auditor ratification.

• The company completed a significant merger with Windstream in August 2025, resulting in a new board, changes to capital structure, and new stockholder agreements granting Elliott Investment Management and certain other investors board representation and observer rights.

• The board emphasizes strong corporate governance, annual director elections, majority voting, independent leadership, and robust stockholder engagement.

Voting matters and shareholder proposals

• Proposals include electing nine directors, increasing shares under the 2025 Equity Incentive Plan, advisory votes on executive compensation and its frequency, and ratifying PwC as auditor.

• The board recommends voting FOR all proposals and for annual (1 year) say-on-pay votes.

• Shareholders of record as of March 23, 2026, are eligible to vote.

Board of directors and corporate governance

• The board consists of nine members, with 89% independence and two female directors.

• Board committees (Audit, Compensation, Governance) are fully independent and conduct annual self-evaluations.

• Board diversity is prioritized, with a range of backgrounds and skills represented.

• Elliott and certain Windstream investors have rights to board representation and observer status under post-merger agreements.