Ncr Voyix Corporation · NYSE:VYX

Ncr Voyix — NCR — Proxy Contest (April 2022)

7 slides from Ncr Voyix's proxy contest presentation, Apr 27, 2022

  1. Slide 1: Stockholder Proposal Regarding Stockholder Ratification of Termination Pay

    Stockholder Proposal Regarding Stockholder Ratification of Termination Pay Spring 2022

  2. Slide 2: Notes to Investors: Forward-Looking Statements

    NOTES TO INVESTORS FORWARD-LOOKING STATEMENTS. Comments made during this presentation and in these materials contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, pursuant

  3. Slide 3: Board Recommends Voting Against the Stockholder Proposal

    Stockholder Proposal Regarding Stockholder Ratification of Termination Pay NCR's Board of Directors believes that it is in the best interests of stockholders to vote against the stockholder proposal regarding stockholder ratification of termination pay. We believe that: ‾ Our change in control sever

  4. Slide 4: Existing Program is Consistent with Market Norms

    1 Existing Program is Consistent with Market Norms ▪ Our change in control severance program for key executives has a cash severance payment ranging from one to three times base salary and target bonus (only 5 executives participate at the highest tier). Executives also receive a pro rata target bon

  5. Slide 5: Proposal's Implementation Would Lead to Off-Market Program and Put NCR at Disadvantage

    Proposal’s Implementation Would Lead to Off-Market Program and Put NCR 2 at Disadvantage for Recruitment and Retention ▪ The off-market stockholder proposal could put NCR at a disadvantage in designing competitive compensation programs to attract and retain highly-qualified executives because a sign

  6. Slide 6: Proposal Discourages Use of Long-Term Equity Incentive Awards

    Proposal Discourages Use of Long-Term Equity Incentive Awards in NCR’s 4 Compensation Structure ▪ NCR uses long-term equity awards designed to motivate and reward executives for the creation of long-term stockholder value ‾ These awards were issued under our 2017 Stock Incentive Plan that was approv

  7. Slide 7: Thank You

    Thank You

NCR — Proxy Contest (April 2022) on 6ix