🧾 What This Document Is

This is Reddit's definitive proxy statement (DEF 14A) for its 2026 Annual Meeting of Stockholders. It’s a formal notice and information packet sent to shareholders ahead of the meeting, explaining what will be voted on and why. Think of it as the agenda and background guide for the company's annual shareholder gathering.

👉 Why it matters: Shareholders can’t attend in person but need to vote by proxy. This document tells them what they’re voting on and helps them decide how to cast their votes.

🏢 What The Company Does

In simple terms: Reddit is a global community platform where people join "subreddits" to discuss interests, ask questions, and share experiences. It’s like a massive, endless forum organized by topics.

Business model: Reddit makes money mainly through advertising—brands place ads where users are actively discussing products or topics. They also offer premium features (like ad-free browsing) and are exploring AI-driven search tools.

Why it’s unique: Reddit’s content is human-generated and authentic, which is valuable as AI floods the web with synthetic content. They highlight being "the most human place on the internet."

📅 Key Meeting Details

Date: Monday, June 8, 2026
Time: 10:00 a.m. Pacific Time
Format: Virtual only at www.virtualshareholdermeeting.com/RDDT2026
Record Date: April 13, 2026 (only shareholders on this date can vote)
Materials: Proxy statement and annual report available at www.proxyvote.com

🗳️ What Shareholders Are Voting On

Three main proposals:

Election of 8 Directors
- Steven Huffman (CEO), Sarah Farrell, Patricia Fili-Krushel, Porter Gale, David Habiger, Steven O. Newhouse, Robert A. Sauerberg Jr., Michael Seibel
- Board recommendation: Vote FOR all.
Ratify KPMG LLP as independent auditor for 2026
- Board recommendation: Vote FOR.
Advisory vote on executive compensation (“Say-on-Pay”)
- Non-binding vote on pay for top executives.
- Board recommendation: Vote FOR.

👥 Board & Governance

Board structure:

Chair: David Habiger (independent)
Vice Chair: Robert A. Sauerberg Jr. (independent)
CEO: Steven Huffman (not independent, as he’s management)
7 of 8 director nominees are independent.

Committees:

Audit Committee: Habiger (Chair), Farrell, Sauerberg
Compensation & Talent Committee: Fili-Krushel (Chair), Farrell, Gale
Nominating & Governance Committee: Newhouse (Chair), Sauerberg, Seibel

Meetings in 2025: Each committee met 4 times; all directors attended ≥75% of meetings.

💰 Executive Compensation

Named Executive Officers (NEOs):

Steven Huffman – CEO, President
Jennifer Wong – COO
Andrew Vollero – CFO
Christopher Slowe, Ph.D. – Former CTO (transitioned to Senior Technical Fellow April 2026)
Benjamin Lee – Chief Legal Officer

2025 Pay Highlights:

NEO	2025 Base Salary	2025 Target Bonus	Total Target Cash
Huffman	$569,250	$853,875 (150% of salary)	$1,423,125
Wong	$672,750	$504,563 (75%)	$1,177,313
Vollero	$670,400	$402,240 (60%)	$1,072,640
Slowe	$517,500	$310,500 (60%)	$828,000
Lee	$445,400	$267,240 (60%)	$712,640

Bonus Metrics (2025):

DAUq (Daily Active Users): Target 124M → Actual 121.4M → 30% payout
Revenue: Target $1.85B → Actual $2.2B → 90% payout
Adjusted EBITDA: Target $575M → Actual $845M → 45% payout
Total Payout: 165% of target pool.

Equity Awards: Majority of compensation is in RSUs (Restricted Stock Units) that vest over time, aligning executives with long-term shareholder interests.

🧭 Governance & Risk Oversight

Cybersecurity: Overseen by Audit Committee; CISO Fredrick Lee leads security team. Regular briefings to board.

Succession Planning: Board annually reviews CEO and senior management succession.

Stock Ownership Guidelines:

Directors must hold stock worth 5× annual cash retainer ($300,000 minimum).
Executives have similar guidelines to align with shareholders.

📊 2025 Business Highlights

Revenue: $2.2 billion
DAUq: 121.4 million globally
Key initiatives:
- Integrated AI-powered search (“Reddit Answers”)
- Expanded Dynamic Product Ads for e-commerce
- Machine translation live in 35 languages, ~1 billion posts translated

Why it matters: Reddit is scaling its platform while focusing on personalization, international growth, and ad tech—key drivers for future revenue.

🧠 The Analogy

Running Reddit is like hosting a massive global town hall meeting. The board acts as the meeting organizers—setting the agenda, ensuring the rules are fair, and making sure the hosts (executives) are paid fairly to keep the discussions lively and valuable. The shareholders are the town’s residents, voting on who gets to be the meeting chairs and whether they approve of how the hosts are rewarded.

🧩 Final Takeaway

Reddit is seeking shareholder approval to elect its proposed board, retain its auditor, and endorse its executive pay plan. The company highlights strong 2025 financial performance and community growth, positioning itself as a uniquely human platform in the AI era. Your vote as a shareholder helps shape the company’s governance and strategic direction.

Reddit Seeks Shareholder Votes on Board, Auditor, and Pay