BLACKLINE, INC.

Original form: DEF 14A
Filed on: 2026-03-25
Meeting date: 2026-05-07

Shareholder Proposals

Item 4
G
Declassify the Board so that all directors are elected annually beginning at the next Annual Meeting.

Request that the Board amend the company’s governance structure to declassify the Board so all directors are elected on an annual basis beginning at the next Annual Meeting, with the change implemented without shortening any current directors’ unexpired terms. The supporting statement argues annual elections increase director accountability and shareholder influence, while classified boards insulate incumbents and can impede responsiveness. The proposal cites the company’s recent relative stock underperformance and slowing revenue growth as rationale for enhanced accountability, and notes prior stockholder withholding votes as evidence of investor concern. If approved by a majority of shareholders, the proposal asks the Board to initiate the steps necessary to complete declassification.