AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-3: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 6/6 · 29/10/2026
Moat56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 3/4 · Exclusive spectrum rights establish a legal barrier, and the completed 2026 acquisition expands licensed capacity across virtually every U.S. market. This supports a strong but bounded asset advantage. Competing national networks and substitutes prevent treating spectrum ownership as exclusive control of customer connectivity.
durability · 3/4 · Generally 10-year license terms and routine nominal-cost domestic renewals support persistence of the underlying rights. Management's indefinite-useful-life assessment is an accounting judgment, not proof of permanent economic protection. Competing technologies and continuing investment requirements limit confidence in exceptional durability.
customer dependency · 1/4 · Handset credits tied to specified service periods create temporary switching friction. However, month-to-month contracts and increased churn as device financing expired demonstrate fragile captivity. Current phone additions and manageable churn show demand, but do not establish that customers depend on AT&T specifically.
erosion resilience · 2/4 · Repeated fiber additions and third-quarter 2026 internet and phone gains demonstrate adaptation. Advanced Connectivity results strengthened, but legacy revenues and earnings continued to decline, while Mexico incurred a held-for-sale impairment. Acquisitions contribute to fiber revenue growth, limiting conclusions about internally generated resilience.
Pricing power50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 2/4 · Pricing actions increased 2024 ARPU and contributed to 2025 ARPU and first-half 2026 wireless revenue growth. Promotional activity largely offset the 2025 pricing benefit and partially offset 2026 revenue gains. Subscriber growth and customer mix also matter, so revenue growth does not isolate a strong price realization advantage.
retention · 2/4 · Postpaid churn improved in 2024, worsened in 2025 and remained mixed in 2026. Third-quarter postpaid phone churn was 0.92%, unchanged year over year; nine-month churn increased from 0.87% to 0.89%, while prepaid improved. Financing-expiration effects demonstrate retention friction that can lapse.
margin resilience · 2/4 · Advanced Connectivity's nine-month 2026 operating and EBITDA margins improved, although quarterly EBITDA margin was flat. Legacy margins contracted and consolidated costs included impairment and separation charges. Lower depreciation also benefited operating income; shared-network allocation and acquisition effects limit interpretation. These outcomes show mixed resilience, not independent proof of pricing power.
contractual freedom · 2/4 · Implemented pricing actions demonstrate practical discretion over prices. Fixed-term service commitments coexist with cancellable monthly arrangements, and promotional handset credits constrain realized consideration. The passages establish some commercial flexibility but omit detailed repricing clauses and the full scope of regulatory constraints.
Predictability82
5 consecutive published annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 50.00
- Revenue growth volatility (pp)
- 12.96
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 1.06
- observedAnnualPeriods
- 5.00
Financial strength13
Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, an original issuer-reported unadjusted EBIT reconciled to net income, income tax and signed net interest, or reported pretax profit plus reported gross interest expense. Reported EBIT is distinct from GAAP operating income and gross interest. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- debtFcfGrade
- 14.28
- netDebtEbitGrade
- 2.44
- interestCoverageGrade
- 23.19
- currentRatioGrade
- 12.49
- Debt / FCF (x)
- 7.00
- Net debt / operating income (x)
- 4.88
- Interest coverage (x)
- 3.55
- Current ratio (x)
- 0.91
Capital allocation84
Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income, an original issuer-reported unadjusted EBIT reconciled to net income, income tax and signed net interest, or EBIT calculated from reported pretax profit plus reported gross interest expense; the issuer-reported EBIT is distinct from GAAP operating income and gross interest; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. ROIC remains undefined for nonpositive invested capital; the explicit asset-return alternative does not change the ROIC chart. Missing financial inputs alone never trigger an alternative. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 9.16
- 3-year average dilution (%)
- 0.01
- 3-year average SBC / revenue (%)
- 0.41
- cashConversionGrade
- 100.00
Management56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Nine-month 2026 free cash flow was $12.129 billion after capital expenditures and vendor financing, versus $12.405 billion previously. Acquisition spending reached $25.677 billion, mostly spectrum, alongside substantial debt issuance and $7.472 billion of treasury-stock purchases. The Mexico impairment adds adverse evidence; returns on the new spectrum remain unproven.
incentive alignment · 2/4 · Actual incentive payouts use operating income, cash flow, EPS, ROIC and relative TSR. Equity retention, reported compliance and a hedging ban provide shareholder exposure. Alignment remains mixed: the completed long-term period paid 124% despite 0.6% adjusted EPS CAGR and third-quartile relative TSR. Subsequent plan approval does not prove vesting.
execution · 2/4 · Eight consecutive years of more than one million fiber customer additions, current internet and phone gains, and improved Advanced Connectivity results demonstrate operating execution. Higher-than-planned 2025 growth costs, continued legacy deterioration and the Mexico impairment temper the record. Acquired fiber relationships qualify recent revenue growth.
governance · 3/4 · Independent key committees, private auditor sessions and an unqualified internal-control audit demonstrate strong oversight practices. Combined chairman and CEO roles concentrate authority, and shareholders approved officer exculpation in May 2026. These qualifications limit the assessment; the disclosures do not demonstrate exceptional governance outcomes.
Evidence
Wireless licenses provide us with the exclusive right to utilize certain radio frequency spectrum to provide wireless communications services.
2025 Form 10-K, wireless licenses: exclusive spectrum rights · Filed 09/02/2026
While wireless licenses are issued for a fixed period of time (generally 10 years), renewals of domestic wireless licenses have occurred routinely and at nominal cost.
2025 Form 10-K, wireless licenses: duration and domestic renewal history · Filed 09/02/2026
service areas. Our competitors include two national wireless providers; a larger number of regional providers and resellers of each of those providers’ services; and certain cable companies.
2025 Form 10-K, wireless competition · Filed 09/02/2026
Broadband The desire for high-speed data on demand, including data-intensive activities, is continuing to lead customers to terminate their traditional wired or copper-based services and use our fiber or fixed wireless services or competitors’ fixed wireless, satellite and internet-based services.
2025 Form 10-K, broadband substitution · Filed 09/02/2026
EX-99.12d142142dex991.htmEX-99.1
Exhibit 99.1
DALLAS, July 28, 2026
AT&T Closes Acquisition of Spectrum Licenses from EchoStar
July 28, 2026 filed acquisition announcement, completed spectrum transaction · Filed 28/07/2026
a stronger, faster connection
Key Takeaways:
•
Acquisition adds approximately 50 MHz of low-band and mid-band spectrum to AT&T’s holdings – covering virtually every market across the U.S., strengthening AT&T’s position in advanced connectivity across 5G and fiber.
July 28, 2026 filed acquisition announcement, spectrum quantity and geographic scope · Filed 28/07/2026
ARPU
Postpaid ARPU increased in 2025 reflecting pricing actions that were largely offset by increased promotional activity, growth in our converged customer relationships, and our success in attracting customers in underpenetrated segments with lower ARPUs but attractive lifetime values, such as age 55-plus in our “value customers.”
2025 Form 10-K, Mobility ARPU: pricing, promotions and customer mix · Filed 09/02/2026
Postpaid churn and postpaid phone churn were higher in 2025, partially driven by an increase in our customer base that reached the end of device financing periods, which normalized in the second half of 2025.
2025 Form 10-K, postpaid churn and device-financing expirations · Filed 09/02/2026
We have determined that there are currently no legal, regulatory, contractual, competitive, economic or other factors that limit the useful lives of our FCC wireless licenses.
2025 Form 10-K, management assessment of FCC license useful lives · Filed 09/02/2026
Some contracts have fixed terms and others are cancelable on a short-term basis (i.e., month-to-month arrangements).
2025 Form 10-K, customer contract terms and cancellation · Filed 09/02/2026
Promotional equipment sales where we offer handset credits, which are allocated between equipment and service in proportion to their standalone selling prices, when customers commit to a specified service period result in additional contract assets recognized.
2025 Form 10-K, promotional handset credits and service-period commitments · Filed 09/02/2026
Legacy Voice and Data We continue to lose legacy voice and data customers due to industry-wide secular declines and competitors (e.g., wireless, cable and VoIP providers) who can provide comparable services at lower prices because they are not subject to traditional telephone industry regulation (or the extent of regulation they are subject to is in dispute), utilize different technologies or promote a different business model.
2025 Form 10-K, realized legacy customer losses and lower-priced substitutes · Filed 09/02/2026
ARPU
ARPU increased in 2024 and reflects pricing actions.
2024 Form 10-K, realized ARPU increase and pricing actions · Filed 12/02/2025
Postpaid churn and postpaid phone-only churn were lower in 2024.
2024 Form 10-K, postpaid churn improvement · Filed 12/02/2025
Wireless service revenue increased in the second quarter and for the first six months of 2026 driven by growth in retail wireless subscribers in underpenetrated categories and converged accounts, and pricing actions that were partially offset by promotional discounts on wireless subscriber additions.
June 2026 Form 10-Q, wireless service revenue drivers · Filed 22/07/2026
(1)
BP
Postpaid phone churn3
0.92
%
0.92
%
—
BP
0.89
%
0.87
%
2
BP
Prepaid phone churn3
2.41
%
2.63
%
(22)
BP
2.44
%
2.53
%
(9)
BP
1Wireless subscribers and net additions exclude customers with free lines provided under promotional pricing until such lines are converted to paying lines.
Third-quarter 2026 supplementary data, quarterly and nine-month churn comparisons and subscriber scope · Filed 21/10/2026
3Calculated by dividing the aggregate number of wireless subscribers who canceled service during a month by the total number of wireless subscribers at the beginning of that month.
Third-quarter 2026 supplementary data, churn denominator definition · Filed 21/10/2026
The churn rate for the period is equal to the average of the churn rate for each month of that period.
Third-quarter 2026 supplementary data, period churn averaging convention · Filed 21/10/2026
•769,000 total consumer and business Advanced Connectivity internet net adds, a record quarter, including 442,000 fiber and 327,000 fixed wireless
Third-quarter 2026 earnings release, consumer and business internet net additions · Filed 21/10/2026
•379,000 postpaid phone net adds with postpaid phone churn of 0.92%
Third-quarter 2026 earnings release, postpaid phone additions and churn · Filed 21/10/2026
This was largely due to growth in Advanced Connectivity wireless service and equipment revenues, and fiber revenues, which include the impact of the Company’s first-quarter acquisition of Lumen’s mass markets fiber business.
Third-quarter 2026 earnings release, revenue growth and acquired fiber business contribution · Filed 21/10/2026
2
Segment EBITDA and EBITDA Margin
Dollars in millions
Third Quarter
Nine-Month Period
2026
2025
2026
2025
Advanced Connectivity Segment
Operating Income
$
7,628
$
6,417
$
21,826
$
18,495
Add: Depreciation and amortization
4,702
5,076
14,094
15,084
EBITDA
$
12,330
$
11,493
$
35,920
$
33,579
Total Operating Revenues
$
29,481
$
27,503
$
86,567
$
82,192
Operating Income Margin
25.9
%
23.3
%
25.2
%
22.5
%
EBITDA Margin
41.8
%
41.8
%
41.5
%
40.9
%
Legacy Segment
Operating Income
$
498
$
679
$
1,633
$
2,657
Add: Depreciation and amortization
—
—
—
—
EBITDA
$
498
$
679
$
1,633
$
2,657
Total Operating Revenues
$
1,519
$
2,013
$
4,919
$
6,583
Operating Income Margin
32.8
%
33.7
%
33.2
%
40.4
%
EBITDA Margin
32.8
%
33.7
%
33.2
%
40.4
%
Latin America Segment
Operating Income
$
45
$
22
$
103
$
111
Add: Depreciation and amortization
191
177
580
482
EBITDA
$
236
$
199
$
683
$
593
Total Operating Revenues
$
1,240
$
1,095
$
3,637
$
3,120
Operating Income Margin
3.6
%
2.0
%
2.8
%
3.6
%
EBITDA Margin
19.0
%
18.2
%
18.8
%
19.0
%
Third-quarter 2026 non-GAAP reconciliation, segment operating income, EBITDA and margins · Filed 21/10/2026
Depreciation of our shared network, including copper-based assets prior to decommissioning, is managed in our Advanced Connectivity segment, consistent with our composite group depreciation methodology.
June 2026 Form 10-Q, shared-network depreciation allocation · Filed 22/07/2026
Operating expenses increased primarily due to a non-cash impairment charge associated with the Company’s held-for-sale Mexico wireless business of $2.6 billion, employee separation charges, increased wireless equipment costs, as well as higher advertising and higher bad debt expenses driven by subscriber growth.
Third-quarter 2026 earnings release, impairment, separation charges and operating cost pressures · Filed 21/10/2026
Additionally, depreciation expense decreased year over year from fully depreciated legacy assets, partially offset by ongoing capital spending for strategic initiatives.
Third-quarter 2026 earnings release, Advanced Connectivity depreciation drivers · Filed 21/10/2026
Mobility: While we continued to grow our high-quality subscriber base, adding over 1.5 million postpaid phone net additions, we saw elevated churn and increased switching between carriers across the industry.
2026 proxy, 2025 Mobility subscriber growth and elevated switching · Filed 23/03/2026
As a result, growth came at a higher cost than planned, resulting in pressure on margins and ARPU.
2026 proxy, 2025 growth costs versus plan and margin/ARPU pressure · Filed 23/03/2026
•
Consumer Wireline: Expanded leadership in fiber broadband adding over 1 million fiber customers for the eighth consecutive year and delivering $8.6 billion in fiber revenue—a 17.0% year-over-year increase.
2026 proxy, eight-year fiber customer-addition record and 2025 revenue growth · Filed 23/03/2026
Free Cash Flow and Free Cash Flow Dividend Payout Ratio
Dollars in millions
Third Quarter
Nine-Month Period
2026
2025
2026
2025
Net Cash Provided by Operating Activities from Continuing Operations
$
10,519
$
10,152
$
28,915
$
28,964
Less: Distributions from DIRECTV classified as operating activities
—
—
—
(1,926)
Less: Cash taxes paid on DIRECTV
—
—
—
251
Less: Capital expenditures
(5,061)
(4,887)
(15,638)
(14,061)
Less: Payment of vendor financing
(505)
(400)
(1,148)
(823)
Free Cash Flow
4,953
4,865
12,129
12,405
Less: Dividends paid
(1,950)
(2,033)
(5,923)
(6,168)
Free Cash Flow after Dividends
$
3,003
$
2,832
$
6,206
$
6,237
Free Cash Flow Dividend Payout Ratio
39.4
%
41.8
%
48.8
%
49.7
%
Cash Paid for Capital Investment
In connection with capital improvements, we negotiate with some of our vendors to obtain favorable payment terms of 120 days or more, referred to as vendor financing, which are excluded from capital expenditures and reported in accordance with GAAP as financing activities.
Third-quarter 2026 reconciliation, continuing-operations cash flow, free cash flow, dividends and vendor-financing treatment · Filed 21/10/2026
Financial Data
Consolidated Statements of Cash Flows
Dollars in millions
Unaudited
Nine-Month Period
2026
2025
Operating Activities
Income from continuing operations
$
10,563
$
19,230
Adjustments to reconcile income from continuing operations to net cash provided by
Third-quarter 2026 supplementary cash-flow statement, units, period and comparative years · Filed 21/10/2026
(1,253)
(2,029)
Changes in income taxes
3,209
2,609
Postretirement claims and contributions
(364)
(593)
Other - net
1,198
1,047
Total adjustments
18,352
9,734
Net Cash Provided by Operating Activities from Continuing Operations
28,915
28,964
Investing Activities
Capital expenditures
(15,638)
(14,061)
Acquisitions, net of cash acquired
(25,677)
(47)
Dispositions
858
439
(Purchases), sales and settlements of securities - net
(1)
25
Other - net
(1,062)
(789)
Net Cash Used in Investing Activities from Continuing Operations
(41,520)
(14,433)
Financing Activities
Issuance of other short-term borrowings
3,000
—
Repayment of other short-term borrowings
(3,000)
—
Issuance of long-term debt
35,870
14,027
Repayment of long-term debt
(10,172)
(1,849)
Payment of vendor financing
(1,148)
(823)
Redemption of preferred stock
—
(2,075)
Purchase of treasury stock
(7,472)
(2,669)
Issuance of treasury stock
1
19
Issuance of preferred interests in subsidiary
—
2,221
Dividends paid
(5,923)
(6,168)
Other - net
(1,487)
(292)
Net Cash Provided by Financing Activities from Continuing Operations
9,669
2,391
Net increase (decrease) in cash and cash equivalents and restricted cash from continuing operations
(2,936)
16,922
Cash flows from Discontinued Operations:
Third-quarter 2026 supplementary cash-flow statement, acquisition spending, debt financing and repurchases · Filed 21/10/2026
Consolidated Supplementary Data
Supplementary Financial Data
Dollars in millions except per share amounts
Unaudited
Third Quarter
Percent
Nine-Month Period
Percent
2026
2025
Change
2026
2025
Change
Capital expenditures
Purchase of property and equipment
$
5,010
$
4,843
3.4
%
$
15,496
$
13,940
11.2
%
Interest during construction
51
44
15.9
%
142
121
17.4
%
Total Capital Expenditures
$
5,061
$
4,887
3.6
%
$
15,638
$
14,061
11.2
%
Acquisitions, net of cash acquired
Business acquisitions
$
11
$
—
—
%
$
1,702
$
—
—
%
Spectrum acquisitions
22,842
(13)
—
%
23,876
1
—
%
Interest during construction - spectrum
99
12
—
%
99
46
—
%
Total Acquisitions
$
22,952
$
(1)
—
%
$
25,677
$
47
—
%
Cash paid for interest
$
1,990
$
1,855
7.3
%
$
5,724
$
5,171
10.7
%
Cash paid for income taxes, net of (refunds)
$
21
$
17
23.5
%
$
112
$
897
(87.5)
%
Dividends Declared per Common Share
$
0.2775
$
0.2775
—
%
$
0.8325
$
0.8325
—
%
End of Period Common Shares Outstanding (000,000)
6,761
7,109
(4.9)
%
Debt Ratio
56.1
%
52.0
%
410
BP
Total Employees
127,150
135,670
(6.3)
%
4
ADVANCED CONNECTIVITY SEGMENT
The segment provides domestic 5G and fiber-based wireless, internet and other advanced connectivity services to consumer and business customers.
Third-quarter 2026 supplementary financial data, acquisition spending breakdown and capital expenditures · Filed 21/10/2026
In the third quarter of 2026, we classified our Mexico wireless business as held-for-sale and reported the disposal group at fair value less cost to sell, which resulted in a noncash, pre-tax impairment charge of approximately $2,560.
September 2026 Form 10-Q, Mexico held-for-sale classification and impairment · Filed 21/10/2026
On October 13, 2026, AT&T entered into an agreement to sell its Mexico wireless business, which is the entirety of the Latin America segment.
Third-quarter 2026 earnings release, October 13 agreement to sell Mexico wireless business · Filed 21/10/2026
2025 Short-Term Award Results Metric Metric Weight Attainment Payout % Compensation Adjusted Operating Income (Adj OI) 60% 104% 118% Free Cash Flow (FCF) 20% 100% 101% Strategic Component 20% N/A 105% Weighted Average Payout 112% See additional details in the section How NEOs Were Paid for Performance in 2025.
2026 proxy, actual 2025 short-term incentive metrics and payouts · Filed 23/03/2026
Long-Term Award – Performance Share Component Results for 2023-2025 Performance Period Metric Metric Weight Attainment Payout% 3-Year Compensation Adjusted Earnings Per Share (Adj EPS) Compound Annual Growth Rate (CAGR) 50% 0.6% 128% 3-Year Average Return on Invested Capital (ROIC) 50% 9.7% 120% 3-Year Relative Total Stockholder Return (TSR) Payout Modifier +20%, 0% or -20% Quartile 3 0% Final Long-Term Payout 124% See additional detail in sections 2023-2025 Long-Term Incentive Adj EPS Growth and ROIC – Actual Performance, Attainment and Payout and Long-Term Incentive Awards with Performance or Restriction Periods Ending in 2025 or early 2026 below.
2026 proxy, completed 2023–2025 long-term performance period and payout · Filed 23/03/2026
EQUITY RETENTION
Executive Officers are required to hold shares equivalent, in the aggregate, to 25% of the AT&T shares they receive (after taxes and exercise costs) from an incentive, equity, or option award granted to them after January 1, 2012, until they terminate employment with AT&T.
2026 proxy, executive equity-retention requirement · Filed 23/03/2026
Each NEO was in compliance with this policy as of December 31, 2025.
2026 proxy, equity-retention compliance as of December 31, 2025 · Filed 23/03/2026
AT&T INC.
54
2026 PROXY
Table of Contents
COMPENSATION DISCUSSION AND ANALYSIS
HEDGING POLICY
Executive Officers are prohibited from hedging their AT&T stock or stock-based awards, including through trading in publicly-traded options, puts, calls, or other derivative instruments related to AT&T stock.
2026 proxy, executive stock-hedging prohibition · Filed 23/03/2026
Mayer Luis A. Ubiñas Michael B. McCallister In addition, each member of the Audit Committee, the Governance and Policy Committee, and the Human Resources Committee is independent.
2026 proxy, actual committee independence · Filed 23/03/2026
The Audit Committee’s oversight of EY includes regular private sessions with EY, discussions about audit scope and business imperatives, and - as described above - a comprehensive annual evaluation to determine whether to re-engage EY.
2026 proxy, private auditor sessions and annual auditor evaluation · Filed 23/03/2026
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 9, 2026 expressed an unqualified opinion thereon.
2025 Form 10-K, auditor's unqualified internal-control opinion dated February 9, 2026 · Filed 09/02/2026
John T. Stankey Pascal Desroches Chairman of the Board, Chief Executive Officer and President Senior Executive Vice President and Chief Financial Officer 38 AT&T Inc.
2025 Form 10-K, combined chairman, chief executive officer and president roles · Filed 09/02/2026
As described in Item 5.07 below, at the 2026 Annual Meeting, the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation to exculpate certain officers from personal liability for breach of fiduciary duties to the extent permitted by the Delaware General Corporation Law (the “Exculpation Amendment”).
May 20, 2026 Form 8-K, shareholder approval of officer-exculpation amendment · Filed 20/05/2026
At the 2026 Annual Meeting, the Company’s stockholders approved the 2026 Incentive Plan (the “Incentive Plan”) and an amendment and restatement of the Company’s Stock Purchase and Deferral Plan (the “Deferral Plan”).
May 20, 2026 Form 8-K, actual shareholder approval of incentive and deferral plans · Filed 20/05/2026