Resources Connection AGM 2026

Thank you, operator, and welcome everyone to the 2026 annual meeting of Resources Connection Inc. I will serve as the Chairperson of this annual meeting. Turning now to the agenda for this meeting, I will introduce the officers and directors of the company, provide a report on notice and quorum, present proposals being considered and voted on at today's meeting, namely the election of two directors, ratification of the company's independent registered public accounting firm for fiscal 2027, approval of the amended 2020 Performance Incentive Plan, approval of the amended 2019 Employee Stock Purchase Plan, advisory approval of the named executive officer's compensation. I will also then provide a preliminary report of the voting results. I will then adjourn the meeting. Following the formal adjournment of the meeting, we are happy to answer any other stockholder questions.

In asking your questions, we ask that you observe the rules of conduct for this meeting. Our directors are present on the call today. As a reminder, our directors include Sue Collyns, Jeff Fox, Filip Gydé, Marco von Maltzan, Lisa Pierozzi, and myself. Before I introduce our executive officers and proceed with the official business of this meeting, I want to acknowledge Bob Pisano and Bob Kistinger, our longtime board members who retired from our board today and will not be standing for re-election. We celebrate their exemplary service and thank them for their extensive contributions to the company and the board. Our executive team is also joining us on the call today.

As a reminder, our executive team includes myself, Jessica Block, our Chief AI Officer and Interim Chief Financial Officer, Mike Lane, President of the On-Demand Talent segment, Venkat Ramaswamy, President of the Europe and Asia Pacific segment, Scott Rottmann, President, Consulting Services, Larissa Conley, Senior Vice President of Human Resources, Rebecca Cottrell, Chief Legal Officer and Corporate Secretary, Jennifer Jones, Chief Strategy and Experience Officer, and Prashant Lamba, Chief Information Officer. I will now provide a report on notice and quorum for today's meeting. The company's Corporate Secretary has reported to me that on September 10, 2026, we mailed a notice of annual meeting of stockholders and the accompanying proxy statement to all stockholders of record on August 24, 2026. The record date for the meeting. The company has received an affidavit of mailing to that effect from Broadridge Financial Solutions, Inc.

A copy of the notice and the affidavit of mailing will be included in the minutes of this meeting. In order to determine the existence of a quorum and any questions which may arise during this meeting as to the voting of the proxies and the shares, the Board of Directors has appointed Rebecca Cottrell as the Inspector of Election for this meeting. Ms. Cottrell, using information provided by Broadridge Financial Solutions, will determine the number of shares presented at this meeting, the authenticity and validity of proxies, and the existence of a quorum and the number of votes on all matters voted upon at this meeting. Any person in attendance who has not voted by proxy or who otherwise desires to vote in person at the meeting may do so by logging in to the meeting website and entering their control number.

I will now ask Rebecca Cottrell to report on the number of shares represented at this meeting, in person or by proxy, and whether or not a quorum exists.

Mr. Chairperson, based upon a report from Broadridge Financial Solutions Inc., holders of 78.7% of the outstanding shares of common stock of the company on the record date are present in person or represented by proxies at this meeting. This number represents a majority of the outstanding shares of common stock, and therefore, a quorum is present, and we may proceed with the business portion of our meeting.

Thanks, Rebecca. Let's move to the items of official business. Legal notice of this meeting having been duly given and a quorum being present, this meeting is now legally convened and open for business. As announced in the notice of annual meeting of the stockholders and in the accompanying proxy statement, the items of official business scheduled to be considered at this meeting are, first, the re-election of two Directors, each for a three-year term expiring at our 2029 annual meeting of stockholders and until their respective successors are duly elected and qualified. As set forth in the company's proxy statement, the Directors standing for re-election are myself, Roger D. Carlile, and Marco von Maltzan. The company has not received any other nominations for Directors under the procedures set forth in the company's fourth amended and restated bylaws. The nominations are now closed.

As announced in the notice of annual meeting of stockholders and the accompanying proxy statement, the second matter before this meeting is the ratification of the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for fiscal 2027. The third matter before this meeting is to approve the amendment and restatement of the Resources Connection Inc. 2020 Performance Incentive Plan. The fourth matter before this meeting is to approve the amendment and restatement of the Resources Connection Inc. 2019 Employee Stock Purchase Plan. Finally, the fifth matter before this meeting is to approve, on an advisory basis, the named executive officers' compensation. Are there any questions on any of the proposals? Any questions now should be limited to the proposals before the meeting. There will be a separate Q&A period at the end of the meeting for other questions.

We have received no questions on the proposals before the meeting.

Thank you. If there are any stockholders who still need to vote, please vote now using the online meeting website. There being no other proposals to consider, the polls are now closed, and the voting on the matter set forth in the notice of annual meeting of stockholders is now concluded. Rebecca will announce the preliminary voting results for today's meeting. The final results of the voting will be announced by the company on a current report on Form 8-K, to be filed with the Securities and Exchange Commission within the next four business days.

Mr. Chairperson, I have received the preliminary results of voting from Broadridge Financial Solutions. I am pleased to report that Roger D. Carlile and Marco von Maltzan have been reelected as directors of the company. The stockholders have ratified the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for fiscal 2027. The stockholders have approved the amendment and restatement of the 2020 Performance Incentive Plan and have approved the amendment and restatement of the 2019 Employee Stock Purchase Plan. Finally, the stockholders have approved, on an advisory basis, the named executive officers' compensation.

On the basis of such report, I congratulate Marco von Maltzan and myself on our reelection as directors of the company, each to serve for a three-year term to expire at the 2029 annual meeting of stockholders of the company and until our respective successors are duly elected and qualified. I declare that the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for fiscal 2027 has been ratified. I further declare that the amendment and restatement of the 2020 Performance Incentive Plan and the amendment and restatement of the 2019 Employee Stock Purchase Plan have been approved. Finally, I also declare the named executive officers' compensation has been approved on an advisory basis. Since the formal business of this meeting has been completed and there's no further business to come before the meeting, the meeting is hereby adjourned.

This concludes our 2026 Annual Meeting of Stockholders. With the formal business portion of the meeting now adjourned, we will begin the general Q&A session. Before we begin, please note that we may be making forward-looking statements in our responses. Please refer to the risk factors associated with our business that are included in our most recent Form 10-K filed with the SEC. I will now respond to questions from our stockholders.