ANNUAL MEETING OF SHAREHOLDERS - MARQETA INC

Financial Performance:

• Net tariff impact for fiscal year 2026 resulted in a pre-tax headwind of $250 million; total commodity, foreign exchange, and interest headwinds amounted to $1.2 billion.
• Management highlighted balanced growth across sales, earnings, and cash flow, though recent performance has trended below the peer group and S&P 500.
• A quarterly dividend of $1.0885 per share was declared, marking 136 consecutive years of dividend payments and 70 consecutive years of dividend increases.

Guidance and Future Outlook:

• P&G aims to evolve into a "CPG of the future" by adapting to media fragmentation, retailer landscape shifts, and inflation through execution framework adjustments.
• Long-term strategy focuses on "stronger core and bigger more," optimizing core products while launching innovations to capture new users.
• Future growth is expected to be driven by productivity gains, supply chain agility, and cost-effective operations rather than stock splits.

Business Segments and Product Lines:

• The acquisition of Thorne (a performance and wellness brand) was completed to expand the personal healthcare segment, leveraging Thorne's loyal consumer base and high margins.
• In North American Laundry, the company launched Tide Evo tiles and upgraded existing lines to enhance performance ("stronger core") and introduced Downy Unstoppable speeds ("bigger more").
• Over 85% of products sold in the U.S. are manufactured domestically, maintaining a competitive supply footprint.

Market and Competitive Landscape:

• Management addressed competition from private label and emerging brands by emphasizing a "stronger core" and "bigger more" innovation strategy to maintain superiority gaps.
• The company views current market headwinds as catalysts to accelerate transformation in consumer insights, innovation, and brand engagement.
• P&G remains focused on winning with retail partners through superior innovation and clear communication.

Risks and Challenges:

• External volatility from tariffs, commodity prices, and foreign exchange rates continues to impact the cost structure.
• Regulatory uncertainty regarding SEC Rule 14AA and potential changes to shareholder proposal eligibility thresholds was discussed.
• The company faces risks related to brand politicization and reputational damage from perceived alignment with controversial political agendas, leading to opposition of specific shareholder proposals.

Management Commentary and Tone:

• CEO Shailesh Jujurikar expressed high confidence in the company's core categories and strategy, dismissing the need for fundamental strategy changes.
• CFO Andre Schulten maintained a firm stance against a stock split, citing fractional share availability and the administrative costs outweighing benefits.
• The tone was defensive regarding ESG and shareholder proposals, firmly rejecting requests to lower meeting thresholds or mandate specific charitable reporting.
• Management characterized AI as an "amplifier of human potential" rather than a driver for job eliminations, focusing on employee upskilling.

Analyst Questions and Answers:

• Strategy Change: Management rejected the need for a strategy change, citing the right categories and a proven track record of creating value.
• Stock Split: CFO Schulten stated there is no current plan for a split, noting it does not change fundamental value and increases administrative costs.
• ESG and Charitable Giving: The board opposed a proposal for annual charitable reporting, arguing current transparency is sufficient; they also opposed lowering special meeting thresholds.
• Tariffs and Canada: Tariff impacts are treated as variable costs; specific details on Canadian import impacts will be provided in the upcoming earnings call.
• Supply Chain: Manufacturing decisions are driven by proximity to consumers, raw material availability, and cost; domestic production supports service reliability.

Other Key Points:

• Three shareholder proposals were rejected: lowering the special meeting threshold (25% to 15%), adopting a policy on shareholder proposal eligibility thresholds, and requiring annual reporting on charitable contributions.
• The Board elected all 12 nominees and ratified Deloitte & Touche as the independent auditor.
• Sustainability progress includes 80% of consumer packaging designed for recyclability/reusability (up from 55% in 2018) and a 24% reduction in virgin petroleum plastic usage.
• Board size is set at 12 directors, with director compensation benchmarked at the 44th percentile of peers; the board includes seven new members added in the last four years.