ALARM.COM HOLDINGS INC (ALRM)

Sector: Information Technology

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2026 Annual Meeting Analysis

ALARM.COM HOLDINGS INC · Meeting: June 3, 2026

Policy v1.2high confidenceView Filing ↗
For informational purposes only. This AI-generated analysis applies a published voting policy to publicly available proxy filings. It does not constitute investment advice, proxy voting advice, or a solicitation of any kind. AI analysis may be incomplete or inaccurate — always review the actual filing and make your own independent decision.

Directors FOR

8

Directors AGAINST

0

Say on Pay

FOR

Auditor

FOR

Director Elections

Election of Directors

8 FOR
✓ FOR
Donald Clarke

Clarke has served since May 2014 and passes the TSR trigger — ALRM's 3-year return of -10.7% outperforms the disclosed peer group median of -39.2% by +28.5pp, well below the 20pp underperformance threshold required to trigger a No vote; no overboarding, attendance, or independence concerns identified.

✓ FOR
Stephen Evans

Evans has served since February 2021 and passes the TSR trigger — ALRM outperforms its peer group median over 3 years by +28.5pp, below the 20pp threshold; no overboarding, attendance, or independence concerns identified.

✓ FOR
Cecile B. Harper

Harper joined in May 2024, which is within the 24-month new-director exemption window, so the TSR trigger does not apply; no other disqualifying flags identified.

✓ FOR
Timothy McAdam

McAdam has served since July 2012 and passes the TSR trigger — ALRM outperforms its peer group median over 3 years by +28.5pp; while he holds multiple private company board seats, no public company overboarding concern is identified as he is not a sitting public-company CEO, and no independence or attendance concerns are noted.

✓ FOR
Darius G. Nevin

Nevin has served since April 2016 and passes the TSR trigger — ALRM outperforms its peer group median over 3 years by +28.5pp, below the 20pp threshold; no overboarding, attendance, or independence concerns identified.

✓ FOR
Stephen Trundle

Trundle is the CEO and has served as a director since October 2003; as an executive director he is subject to the same TSR trigger, but ALRM outperforms its peer group median over 3 years by +28.5pp, so the trigger does not fire; this director vote is assessed independently of the Say on Pay vote.

✓ FOR
Timothy J. Whall

Whall has served since August 2021 and passes the TSR trigger — ALRM outperforms its peer group median over 3 years by +28.5pp, below the 20pp threshold; no overboarding, attendance, or independence concerns identified.

✓ FOR
Simone Wu

Wu has served since February 2020 and passes the TSR trigger — ALRM outperforms its peer group median over 3 years by +28.5pp, below the 20pp threshold; no overboarding, attendance, or independence concerns identified.

All eight director nominees receive a FOR vote. Although ALRM's stock has declined over 3 years in absolute terms (-10.7%), this performance is meaningfully better than the company's disclosed compensation peer group median of -39.2%, meaning ALRM actually outperformed its peers by +28.5 percentage points over three years — well above the 20pp threshold required to trigger a No vote. The board has a disclosed skills matrix, all committee members appear independent and appropriately qualified, attendance was satisfactory for all directors, and no overboarding concerns were identified. Cecile Harper, who joined in May 2024, is exempt from the TSR trigger as she has served fewer than 24 months.

Say on Pay

✓ FOR

CEO

Stephen Trundle

Total Comp

$2,980,472

Prior Support

94%%

CEO Stephen Trundle's total compensation of approximately $3.0 million is notably below market for a CEO at a $2.2 billion technology company — the proxy explicitly states his pay is below the 25th percentile of peer data at his own request, making pay level a non-concern. The compensation structure is heavily performance-oriented: the proxy discloses that 90% of the CEO's target pay and an average of 82% for other named executives is variable and tied to performance, well above the 50-60% threshold required by policy. Incentive pay was earned against disclosed financial goals (SaaS revenue and Adjusted EBITDA) that were exceeded, the prior year Say on Pay received 94% shareholder support indicating strong investor satisfaction, and the company maintains a meaningful clawback policy consistent with Dodd-Frank requirements.

Auditor Ratification

✓ FOR

Auditor

PricewaterhouseCoopers LLP

Tenure

17 yrs

Audit Fees

$2,667,775

Non-Audit Fees

$187,000

PricewaterhouseCoopers LLP has audited Alarm.com since 2009, giving it approximately 17 years of tenure — below the 25-year threshold that would trigger concern. Non-audit fees (tax fees of $185,000 plus other fees of $2,000, totaling $187,000) represent approximately 7% of audit fees of $2,667,775, well below the 50% threshold. PwC is a Big 4 firm appropriate for a company of Alarm.com's size and complexity. No material restatements were identified.

Overall Assessment

The 2026 Alarm.com annual meeting presents a straightforward ballot with three standard proposals — director elections, auditor ratification, and Say on Pay — all of which receive FOR votes. Despite the stock's negative absolute return over three years, ALRM has significantly outperformed its disclosed peer group median, passing the director TSR trigger comfortably; CEO pay is below market by design, compensation structure is strongly performance-linked, auditor fees are clean, and prior shareholder engagement has been constructive.

Filing date: April 23, 2026·Policy v1.2·high confidence

Compensation Peer Group

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