World Kinect Corporation Schedules 2024 Annual Meeting of Shareholders

Ticker: WKC · Form: DEF 14A · Filed: Apr 26, 2024 · CIK: 789460

World Kinect Corp DEF 14A Filing Summary
FieldDetail
CompanyWorld Kinect Corp (WKC)
Form TypeDEF 14A
Filed DateApr 26, 2024
Risk Levellow
Pages15
Reading Time17 min
Key Dollar Amounts$386 million, $271 million, $94 million, $53 M, $386 M
Sentimentneutral

Sentiment: neutral

Topics: Proxy Statement, Annual Meeting, Shareholder Vote, Director Election, Executive Compensation

TL;DR

<b>World Kinect Corporation will hold its 2024 Annual Meeting on June 6, 2024, to vote on director elections, executive compensation, and auditor ratification.</b>

AI Summary

WORLD KINECT CORP (WKC) filed a Proxy Statement (DEF 14A) with the SEC on April 26, 2024. The Annual Meeting of Shareholders for World Kinect Corporation is scheduled for Thursday, June 6, 2024, at 8:00 a.m. Eastern Time. The meeting will be held at the offices of Norton Rose Fulbright US LLP in New York, NY. Shareholders of record as of April 11, 2024, are entitled to vote. Key items of business include the election of nine director nominees, advisory approval of executive compensation, and ratification of PricewaterhouseCoopers LLP as the independent auditor. The Board of Directors recommends a 'FOR' vote on all proposed items.

Why It Matters

For investors and stakeholders tracking WORLD KINECT CORP, this filing contains several important signals. This filing is a definitive proxy statement, indicating that the company is formally seeking shareholder votes for its upcoming annual meeting. The specific date and location of the meeting, along with the record date for voting eligibility, provide crucial information for shareholders to participate in corporate governance.

Risk Assessment

Risk Level: low — WORLD KINECT CORP shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting and does not contain significant new financial or operational information that would alter the company's risk profile.

Analyst Insight

Shareholders should review the proxy statement to understand the director nominees, executive compensation details, and the proposed auditor before casting their votes.

Key Numbers

  • 9 — Director Nominees (To be elected at the Annual Meeting)
  • 2024 — Fiscal Year (For which PricewaterhouseCoopers LLP is proposed as auditor)

Key Players & Entities

  • World Kinect Corporation (company) — Registrant
  • June 6, 2024 (date) — Date of Annual Meeting
  • Norton Rose Fulbright US LLP (company) — Location of Annual Meeting
  • April 11, 2024 (date) — Record Date for Voting
  • PricewaterhouseCoopers LLP (company) — Independent Registered Public Accounting Firm
  • Amy Quintana Avalos (person) — Senior Vice President, Chief Sustainability Business Officer and Corporate Secretary

FAQ

When did WORLD KINECT CORP file this DEF 14A?

WORLD KINECT CORP filed this Proxy Statement (DEF 14A) with the SEC on April 26, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by WORLD KINECT CORP (WKC).

Where can I read the original DEF 14A filing from WORLD KINECT CORP?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by WORLD KINECT CORP.

What are the key takeaways from WORLD KINECT CORP's DEF 14A?

WORLD KINECT CORP filed this DEF 14A on April 26, 2024. Key takeaways: The Annual Meeting of Shareholders for World Kinect Corporation is scheduled for Thursday, June 6, 2024, at 8:00 a.m. Eastern Time.. The meeting will be held at the offices of Norton Rose Fulbright US LLP in New York, NY.. Shareholders of record as of April 11, 2024, are entitled to vote..

Is WORLD KINECT CORP a risky investment based on this filing?

Based on this DEF 14A, WORLD KINECT CORP presents a relatively low-risk profile. The filing is a routine proxy statement for an annual meeting and does not contain significant new financial or operational information that would alter the company's risk profile.

What should investors do after reading WORLD KINECT CORP's DEF 14A?

Shareholders should review the proxy statement to understand the director nominees, executive compensation details, and the proposed auditor before casting their votes. The overall sentiment from this filing is neutral.

How does WORLD KINECT CORP compare to its industry peers?

World Kinect Corporation operates in the wholesale petroleum and petroleum products sector.

Are there regulatory concerns for WORLD KINECT CORP?

The filing is made under Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies.

Industry Context

World Kinect Corporation operates in the wholesale petroleum and petroleum products sector.

Regulatory Implications

The filing is made under Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies.

What Investors Should Do

  1. Review the list of director nominees and their qualifications.
  2. Understand the company's executive compensation structure and the advisory vote proposal.
  3. Confirm the ratification of PricewaterhouseCoopers LLP as the independent auditor.

Key Dates

  • 2024-06-06: Annual Meeting of Shareholders — Shareholders will vote on key corporate matters.
  • 2024-04-11: Record Date — Determines eligibility to vote at the Annual Meeting.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a definitive proxy statement, typically filed annually to provide shareholders with information for voting at the annual meeting.

Filing Stats: 4,361 words · 17 min read · ~15 pages · Grade level 15.8 · Accepted 2024-04-26 14:49:33

Key Financial Figures

  • $386 million — profitability, with adjusted EBITDA of $386 million. We generated $271 million of operating
  • $271 million — ed EBITDA of $386 million. We generated $271 million of operating cash flow, and our strong
  • $94 million — gnificant capital to shareholders, with $94 million in share buybacks and dividends in 2023
  • $53 M — bilities. 2023 Full-Year Performance $53 MM Net Income in 2023 $386 MM Adjuste
  • $386 M — formance $53 MM Net Income in 2023 $386 MM Adjusted EBITDA in 2023 $271 MM O
  • $271 M — 23 $386 MM Adjusted EBITDA in 2023 $271 MM Operating Cash Flow in 2023 $94 MM
  • $94 M — $271 MM Operating Cash Flow in 2023 $94 MM Capital Return to Shareholders in 20

Filing Documents

Executive Compensation Tables 64

Executive Compensation Tables 64 Proposal No. 2 — Non-Binding, Advisory Vote on Executive Compensation 73 Proposal No. 3 — Ratification of Independent Registered Public Accounting Firm 74 Audit Committee Pre-Approval Policy 75 Report of the Audit Committee 76

Security Ownership of Certain Beneficial Owners and Management 77

Security Ownership of Certain Beneficial Owners and Management 77 Other Compensation Matters 80 Questions and Answers About Voting 85 Other Matters 88 2 World Kinect 2024 Proxy Statement Proxy Summary This proxy summary highlights information contained elsewhere in this proxy statement and does not contain all information that you should review and consider. Please read the entire proxy statement with care before voting. 2024 Annual Meeting DATE AND TIME Thursday, June 6, 2024, at 800 a.m., Eastern Time LOCATION Our meeting will be held at the offices of Norton Rose Fulbright US LLP, 1301 Avenue of the Americas, 30th Floor, New York, New York 10019. RECORD DATE April 11, 2024 VOTING Our shareholders are entitled to one vote per share of common stock owned on the record date of April 11, 2024 for each matter properly presented at the Annual Meeting. Proposals and Board Recommendation 1 Election of Directors The Board of Directors recommends a vote FOR Proposal 1. page 10 "FOR" each director nominee 2 Advisory Vote on Executive Compensation The Board of Directors recommends a vote FOR Proposal 2. page 73 "FOR" Ratification of PricewaterhouseCoopers LLP as Our Independent Registered Public Accounting Firm for the 2024 Fiscal Year 3 The Board of Directors recommends a vote FOR Proposal 3. page 74 "FOR" World Kinect 2024 Proxy Statement 3 Proxy Summary 4 World Kinect 2024 Proxy Statement Proxy Summary Our Corporate Name To better reflect our ongoing transformation into a more resilient, diversified, energy and solutions provider, in June 2023, we changed our parent company's corporate name from "World Fuel Services Corporation" to "World Kinect Corporation." We also began trading under the new ticker symbol "WKC" on the New York Stock Exchange. 2023 Performance Highlights WE CONTINUED TO TRANSFORM OUR OPERATIONS IN 2023 In 2023, we made meaningful progress in all three of our business segments as we executed on

Executive compensation design

Executive compensation design Strategic Transformational Awards Climate-related risks and opportunities Sustainability and other ESG initiatives 6 World Kinect 2024 Proxy Statement Proxy Summary Board of Directors Our Board's objective is to maintain a diverse membership that can best further the success of our business and represent shareholders through the exercise of sound judgment informed by a wide array of experience and perspectives. Our Board committees, with all independent members, oversee our risk management programs and our business initiatives to ensure that these are aligned with our business strategy, while our dedicated Sustainability Corporate Responsibility Committee oversees our sustainability matters. For 2024, our director nominees are as follows Director Nominees Committee Membership Name and Primary Occupation Independent Age Director Since Diverse Director* A C G S T Michael J. Kasbar Chairman, President and Chief Executive Officer World Kinect Corporation 67 1995 Ken Bakshi Managing Partner Trishul Capital Group LLC and Trishul Advisory Group LLC 74 2002 l l l Jorge L. Benitez Retired Chief Executive Officer, North America Accenture plc 64 2015 l l Sharda Cherwoo Retired Senior Partner Ernst Young LLP 65 2020 l l l l Richard A. Kassar Retired Vice Chairman Freshpet, Inc. 77 2002 l l l l John L. Manley Retired Partner Deloitte Touche LLP 75 2010 l l Stephen K. Roddenberry Partner Akerman LLP 75 2006 l Jill B. Smart President Emeritus, National Academy of Human Resources 64 2021 l l Paul H. Stebbins Chairman Emeritus World Kinect Corporation 67 1995 l A – Audit S – Sustainability Corporate Responsibility – Chair C – Compensation T – Technology Operations l – Member G – Governance * – Includes women and ethnic minorities Board Snapshot INDEPENDENCE OF THE BOARD AGE DIVERSITY OF INDEPENDENT DIRECTORS AVERAGE TENURE OF INDEPENDENT DIRECTORS GENDER DIVERSI

Executive Compensation Practices

Executive Compensation Practices We are committed to sound executive compensation practices rigorous performance targets and metrics multi-year vesting and performance periods prohibition on hedging and short sales stock ownership and retention guidelines no repricing of awards clawback policy no extensive perquisites no tax gross-ups on perquisites or change of control benefits double-trigger change of control provisions, with no liberal change of control definitions no pension or other supplemental benefits annual compensation risk assessment independent compensation consultant For additional information about our executive compensation practices, see "Compensation Discussion and Analysis," beginning on page 46. Pay-for-Performance Alignment Our executive compensation program is designed to attract and retain our executives and motivate them to deliver results that support our growth strategy. We structure our executive compensation program to directly align our compensation levels with current and future performance that creates value for our shareholders, employees, customers and other stakeholders. Consistent with that objective, we select performance metrics and targets that we believe, if achieved, will translate into strong financial performance both in the short- and long-term, resulting in positive returns for our shareholders and other stakeholders. For 2023, 86% of our CEO's target compensation was at risk, and 77% of our other NEOs' target compensation was at risk, with compensation value specifically tied to our stock price performance andor achievement of rigorous, pre-established performance metrics. 8 World Kinect 2024 Proxy Statement Proxy Summary TARGET COMPENSATION MIX CHIEF EXECUTIVE OFFICER AVERAGE OF OTHER NEOS 2023 Executive Compensation No changes to CEO 2023 target total compensation Compensation Committee applied discretion to reduce 2023 annual incentive payout 2021-2023 long-term performance equity awards

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