Viasat (VSAT) Proxy filing summary

Executive summary

• Annual meeting scheduled for September 3, 2026, will be held virtually, with voting on director elections, auditor ratification, and executive compensation.

• Record date for voting is July 15, 2026, with 137,755,490 shares outstanding.

• Fiscal year 2026 saw record revenue of $4.6 billion, record new contract awards of $4.9 billion, and improved net loss of $34 million compared to $575 million prior year.

• Adjusted EBITDA reached a record $1.6 billion, and significant debt repayments and satellite launches were completed.

Voting matters and shareholder proposals

• Shareholders will vote on electing three Class III directors for three-year terms, ratifying PricewaterhouseCoopers LLP as auditor for FY2027, and an advisory say-on-pay vote for executive compensation.

• Board recommends voting FOR all proposals.

• Procedures for submitting shareholder proposals and director nominations for the 2027 meeting are outlined, with deadlines and requirements specified.

Board of directors and corporate governance

• Board consists of three classes of directors with staggered three-year terms; majority are independent.

• Lead Independent Director role established for enhanced oversight.

• Four standing committees: Audit, Compensation and Human Resources, Nomination/Evaluation/Corporate Governance, and Banking and Finance; a Strategic Review Committee was also active.

• Board evaluation and refreshment processes led to five new independent directors since FY2025, emphasizing expertise in strategic areas.

• Stockholder engagement is prioritized, with 57% of outstanding shares represented in FY2026 discussions.