Apple today filed its annual proxy report for shareholders, announcing that its annual shareholders meeting will take place virtually on February 24, 2026, at 8:00 a.m. PT. Apple shareholders of record as of January 2, 2026 are permitted to attend the meeting as well as vote and submit questions.
During the meeting, shareholders will also vote on re-election for Apple’s board of directors.
Historically, Apple’s guideline is that members of the board may not stand for re-election after turning 75 years old. Two of Apple’s board members, however, have crossed that threshold: Ron Sugar (77) and board chairman Art Levinson (75).
In its proxy filing today, however, Apple says it is waiving this guideline for Sugar and Levinson:
Over the past four years, the Board has added three new members, representing over one-third of its membership, and two other long-serving members retired. In the context of this year’s Annual Meeting nominations, the Board determined that it would be in the best interests of Apple and its shareholders to ask Art Levinson, the Chair of the Board, and Ron Sugar, the Chair of the Audit Committee, to stand for re-election, and to waive for each of them its guideline under which directors generally may not stand for re-election after attaining age 75.
In making this determination, the Board considered several factors, including the significant experience and expertise that each of Dr. Levinson and Dr. Sugar brings to the Board, their deep insight into the Company’s business and operations, and their individual contributions as highly engaged members of the Board. The Board also considered the benefits of continuity among the Board’s leadership positions.
This is particularly notable given speculation around Tim Cook’s retirement and that he will assume the chairman position once stepping down as Apple CEO. Apple most likely wants Levinson to remain chairman until Cook takes the role, hence the need to waive the age requirement to keep that continuity.
Apple is recommending that shareholders vote for the board of directors election, as well as:
- Ratification of Ernst & Young LLP as Apple’s independent accounting firm
- Advisory vote to approve executive compensation
- Approval of non-employee director stock plan
Additionally, Apple is recommending that shareholders vote against a “China Entanglement Audit,” saying:
- The requested report is unnecessary given we already provide extensive information on our international operations.
- The proposal is highly prescriptive and attempts to inappropriately restrict Apple’s ability to manage its own ordinary business operations and business strategies.
Here is Apple’s full “Notice of 2026 Annual Meeting of Shareholders and Proxy Statement.”
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