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Form of Proxy

BIGBEAR.AI HOLDINGS, INC.

Notes

No. Proposition For Against Abstain
1

DIRECTOR Kevin McAleenan

2

DIRECTOR Pamela Braden

3

Approve on an advisory (non-binding) basis a vote on the frequency of future advisory votes on the compensation of the Companys named executive officers.

4

Approve on an advisory (non-binding) basis the compensation of the Companys named executive officers.

5

Ratify the appointment of Grant Thornton LLP as the Companys independent registered public accounting firm for the year ending December 31, 2026.

6

Approve an amendment to the Companys Second Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock.

7

Approve an adjournment of the Annual Meeting.