EPAM Systems, Inc.

The proposal requests that the company amend its governing documents to permit shareholders holding an aggregate 10% of outstanding common stock to call a special shareholder meeting (or the lowest percentage permitted by law), and to allow such meetings to be convened online. It also asks that there be no requirement for minimum holding periods that would restrict shareholders from participating in calling such meetings. The proponent frames the proposal as a governance mechanism to hold the board accountable and cites recent share-price volatility, analyst concerns and company guidance as context for why shareholders might need an ability to convene special meetings. The proposal references support levels at other companies for similar measures and asks stockholders to vote in favor.