STATE STREET CORP

Request that State Street adopt a policy and, if necessary, amend its bylaws to require that the Chair of the Board be an independent director whenever possible, with a phase-in at the next CEO transition and a waiver if no independent director is available. The proposal argues that separating the CEO and Chair roles strengthens board oversight, reduces conflicts of interest, and allows the CEO to focus on running the business while an independent Chair leads board governance. It cites investor governance guidance, international practice, and prior shareholder support (the proposal received about 26% support in 2025) as rationale for the change. The proponents also reference concerns about CEO time commitments and board accountability and propose the change be implemented during the next CEO succession to ease transition.