DEF 14A of EPAM Systems, Inc., Apr 6, 2026

DEF 14A of EPAM Systems, Inc.

Filed Apr 6, 2026 · FY20250001140361-26-013337

Open on EDGAR

  1. Director Nominees

    Director Nominees

  2. Class II Directors with Terms Expiring at the Annual Meeting in 2026

    Class II Directors with Terms Expiring at the Annual Meeting in 2026 The Board nominees possess specific experience, qualifications, attributes or skills that led the Nominating and Governance Committee to the conclusion that such persons should serve as directors of EPAM, in light of our business and structure.

  3. Class II Directors with Terms Expiring at the Annual Meeting in 2026

    | Balazs Fejes Age: 51 Director Since: 2025 Birthplace: Hungary Key Qualifications: Leadership, Global Business, Technology & Innovation, Mergers & Acquisitions, Sales & Marketing | Our Board believes Mr. Fejes is qualified to serve as a director based on 20-plus years with EPAM in increasingly senior roles in client engagement, sales, business operations, and delivery and his prior experience as an information technology professional and founder, which gives him the ability to provide valuable understanding of operational, management, and strategic issues as well as industry developments. | | | | Career Highlights EPAM Systems, Inc. • President of Global Business and Chief Revenue Officer (2021 – 2025) • EVP, Co-Head of Global Business (2015 – 2021) • SVP, Global Head of Banking and Financial Services (2012 – 2015) • Chief Technology Officer (2004 – 2012) Fathom Technology Kft. • Co-Founder and Chief Technology Officer (2001 – 2004) | Board Roles & Committees None Other Public Company Boards None |

  4. Class II Directors with Terms Expiring at the Annual Meeting in 2026

    | 14 | 2026 Proxy Statement | |

  5. Class II Directors with Terms Expiring at the Annual Meeting in 2026

    | Eugene Roman Age: 68 Director Since: 2020 Birthplace: Canada Independent Director Key Qualifications: Financial, Leadership, Global Business, Technology & Innovation, Mergers & Aquisitions | Our Board believes that Mr. Roman’s more than 35 years of experience as an information technology and telecommunications executive in the retail and business services industries and his financial background provide him with the necessary skills to serve as a member of our Board and enable him to provide valuable insight to the Board regarding technology, financial, and strategic issues. | | | | Career Highlights Design AI Ltd. • Principal (2019 – Present) Metrolinx • Chief Information Officer (2020-2021) Canadian Tire Corporation • Executive Vice President (2012 – 2018) Nortel Networks Corporation, Bell Canada Enterprises Inc., and Open Text Corporation • Progressively senior business and technology roles | Board Roles & Committees • Member – Audit Committee and Cybersecurity Subcommittee • Member – Compensation Committee Select Professional & Community Contributions • Lakeland Holding Ltd. – Director • MetricAid, Ltd. – Director Other Public Company Boards None |

  6. Class II Directors with Terms Expiring at the Annual Meeting in 2026

    | Jill Smart Age: 66 Director Since: 2016 Birthplace: USA Independent Director Key Qualifications: Leadership, Global Business, Human Capital, Public Company Board | Our Board believes Ms. Smart’s industry experience, more than 20 years of consulting experience, and more than 20 years of human resources leadership experience, enable her to provide valuable insight to the Board regarding human capital, executive compensation, and strategy. | | | | Career Highlights National Academy of Human Resources • President Emeritus (2023 – 2024) • President (2015 – 2023) JBSmart Consulting, LLC • Founder and CEO (2021 – Present) Accenture • Chief Human Resources Officer (2004-2014) • Various positions of increasing authority (1981 – 2004) Board Roles & Committees • Chair – Compensation Committee • Member – Nominating and Corporate Governance Committee | Select Professional & Community Contributions • AlixPartners – Director • Cerity Partners – Advisory Board Member • Certree – Advisory Board Member • Goodman Theater – Trustee Other Public Company Boards • Past Five Years - HireRight Holdings Corporation and World Kinect Corporation |

  7. Class II Directors with Terms Expiring at the Annual Meeting in 2026

    | 15 | 2026 Proxy Statement | |

  8. Class II Directors with Terms Expiring at the Annual Meeting in 2026

    | Ronald Vargo Age: 72 Director Since: 2012 Birthplace: USA Independent Director Key Qualifications: Financial, Leadership, Global Business, Mergers & Acquisitions, Public Company Board | Our Board believes Mr. Vargo’s 30-plus years of experience as a financial and business executive, and his experience serving as a member of the board of directors of other public companies, provide him with the necessary skills to serve as a member of our Board and enable him to provide valuable insight to the Board regarding strategic, financial, compliance and investor relations issues. | | | | Career Highlights ICF International, Inc. • Executive Vice President and CFO (2010 – 2011) Electronic Data Systems Corporation • Executive Vice President and CFO (2006 – 2008) • Vice President and Treasurer (2004 – 2006) TRW, Inc. • Vice President (1991 – 2003) • Investor Relations and Treasurer (1991 – 1994, 1999 – 2002) • Strategic Planning and Business Development (1999 – 2002) | Board Roles & Committees • Chair – Nominating and Corporate Governance Committee • Member – Audit Committee Other Public Company Boards • Current – Enersys • Past Five Years – Ferro Corporation |

  9. Continuing Directors

    Continuing Directors

  10. Class III with Terms Expiring at the Annual Meeting in 2027

    | DeAnne Aguirre Age: 65 Director Since: 2023 Birthplace: USA Independent Director Key Qualifications: Leadership, Global Business, Technology & Innovation, Sales & Marketing, Public Company Board | Our board believes Ms. Aguirre is qualified to serve as a director based on more than 30 years of experience in leadership roles in the global strategy and technology consulting industry along with her experience as a member of both public and private company boards and their committees. | | | | Career Highlights PricewaterhouseCoopers • Managing Partner (2015 – 2020) • North America Strategy Business • Health Strategy Business • Global Leader – Katzenbach Center Booz Allen & Hamilton, Inc./ Booz & Co. • Global and Regional Leadership Positions (1996 – 2015) • Global Co-Leader – Organization & Strategic Leadership Business • Technology Leader – Southern Cone • Global Chief Human Resources Officer | Board Roles & Committees • Member – Audit Committee • Member – Compensation Committee Select Professional & Community Contributions • Cisive – Director Other Public Company Boards • Hercules Capital, Inc. |

  11. Class III with Terms Expiring at the Annual Meeting in 2027

    | Arkadiy Dobkin Age: 65 Director Since: 2002 Birthplace: Belarus Key Qualifications: Leadership, Global Business, Human Capital, Technology & Innovation, Mergers & Acquisitions | Our Board believes Mr. Dobkin’s experience as an IT professional and executive in the IT services industry coupled with his in-depth understanding of our global delivery model provide him with the necessary skills to serve as a member of our Board and will enable him to provide valuable insight to the Board and our management team regarding operational, strategic and management issues as well as general industry trends. | | | | Career Highlights EPAM Systems, Inc. • Co-Founder (1993 – Present) • Chair and CEO (2002 – 2025) • Executive Chair (2025 - Present) Board Roles & Committees • Chair of the Board | Select Professional & Community Contributions • GLOBSEC Tatra Summit Business Leadership Award, 2021 • Ernst & Young World Entrepreneur of the Year Academy (Inducted 2015) Other Public Company Boards None |

  12. Class III with Terms Expiring at the Annual Meeting in 2027

    | Chandra McMahon Age: 59 Director Since: 2023 Birthplace: USA Independent Director Key Qualifications: Financial, Leadership, Global Business, Technology & Innovation | Our Board believes Ms. McMahon is qualified to serve as a director based on her breadth of experience in cybersecurity, information technology solutions, and enterprise resiliency and her executive leadership roles in the health, telecommunications, and defense industries, which enable her to provide valuable insight to the Board regarding information security and business strategy issues. | | | | Career Highlights CVS Health • Senior Vice President and Chief Information Security Officer (2020 – 2024) Verizon Communications • Senior Vice President and Chief Information Security Officer (2015 – 2020) Lockheed Martin • Vice President and Chief Information Security Officer • Vice President of Commercial Markets • President of Corporate Properties | Board Roles & Committees • Member – Audit Committee and Cybersecurity Subcommittee • Member – Nominating and Corporate Governance Committee Other Public Company Boards None |

  13. Class III with Terms Expiring at the Annual Meeting in 2027

    | Robert E. Segert Age: 57 Director Since: 2012 Birthplace: USA Independent Director Key Qualifications: Financial, Leadership, Human Capital, Technology & Innovation, Mergers & Acquisitions | Our Board believes Mr. Segert’s 20-plus years of experience as an executive in the software, business services, and consulting industry provide him with the necessary skills to serve as a member of our Board and enable him to provide valuable insight to the Board regarding financial and investor relations issues. | | | | Career Highlights athenahealth, Inc. • Chairman and CEO (2019 – Present) Virence Health Technologies • Chairman and CEO (2018 – 2019) Aspect Software • Executive Chairman (2016 – 2018) Expert Global Solutions, Inc. • President and CEO (2014 – 2016) GXS Worldwide, Inc. • President and CEO (2008 – 2014) | Board Roles & Committees • Member – Compensation Committee Other Public Company Boards None |

  14. Class I with Terms Expiring at the Annual Meeting in 2028

    | Richard Michael Mayoras Age: 63 Director Since: 2013 Birthplace: USA Independent Director Key Qualifications: Financial, Leadership, Human Capital, Technology & Innovation, Sales & Marketing | Our Board believes that Mr. Mayoras is qualified to serve as a director based on his prior executive leadership roles in the IT services industry and his experience and prior service as a member of the boards of directors of technology companies, which enable him to provide valuable insight to the Board regarding financial and business strategy issues. | | | | Career Highlights OnSolve, LLC • Executive Chairman (2018 – 2024) RedPrairie Corporation • President and CEO (2007 – 2013) • Various executive roles (2004 – 2007) DigiTerra, Inc. • President (2001 – 2004) | Board Roles & Committees • Lead Independent Director • Member – Nominating and Corporate Governance Committee Select Professional & Community Contributions • Softeon Inc. – Director • Momentive Software, Inc. – Executive Chair Other Public Company Boards None |

  15. Class I with Terms Expiring at the Annual Meeting in 2028

    | Karl Robb Age: 63 Director Since: 2004 Birthplace: United Kingdom Independent Director Key Qualifications: Leadership, Global Business, Technology & Innovation, Sales & Marketing, Public Company Board | Our Board believes that Mr. Robb’s extensive experience in and knowledge of the IT services industry in North America and Europe, as well as his experience starting two software companies and his extensive service and responsibilities at EPAM prior to his retirement, provide him with the necessary skills to serve as a member of our Board. Our Board also believes this background enables Mr. Robb to provide valuable insight to the Board regarding strategy, business development, sales, operational and management issues, and general industry trends. | | | | Career Highlights EPAM Systems, Inc. • Executive Vice President and President of EU Operations (2004 – 2015) Fathom Technology Kft. • CEO and Founder (2001 – 2004) Board Roles & Committees None | Select Professional & Community Contributions • Ajax Systems – Director • Spectral IP, Inc. – Director • Noventiq Holdings plc – Chairman Other Public Company Boards • Noventiq Holdings plc |

  16. Class I with Terms Expiring at the Annual Meeting in 2028

    | Helen Shan Age: 58 Director Since: 2018 Birthplace: USA Independent Director Key Qualifications: Financial, Leadership, Global Business, Mergers & Aquisitions, Sales & Marketing | Our Board believes Ms. Shan’s financial management expertise, as well as her previous experience in global strategy development and execution, provide her with the necessary skills to serve as a member of our Board and enable her to contribute valuable insight regarding financial and strategic business issues. | | | | Career Highlights FactSet Research Systems • Executive Vice President and Chief Financial Officer (2018 – 2021; 2024 - Present) • Executive Vice President and Chief Revenue Officer (2021 – 2024) Mercer • Chief Financial Officer (2014 – 2018) Marsh & McLennan Companies • Vice President and Treasurer (2013 – 2014) | Board Roles & Committees • Chair – Audit Committee • Member – Compensation Committee Select Professional & Community Contributions • S.C. Johnson College of Business, Cornell University – Member of Johnson Advisory Council Other Public Company Boards None |

  17. Directors

    Directors Upon recommendation of the Nominating and Corporate Governance Committee, the Board has nominated each of Balazs Fejes, Eugene Roman, Jill Smart, and Ronald Vargo for election as Class II directors at the Annual Meeting. Each of these directors will hold office until the annual meeting of stockholders in 2027, or until their respective successors have been elected and qualified, subject to their earlier resignation, death, or removal. The director nominees have consented to being named in this Proxy Statement as nominees for election as director and have agreed to serve as directors if elected. Please see the discussion under “Board of Directors” in this Proxy Statement for information concerning each of our nominees for director.

  18. Code of Ethical Conduct & Corporate Governance Guidelines

    | • | director compensation; |

  19. Viktar Dvorkin

    Viktar Dvorkin Viktar Dvorkin is our Senior Vice President, Global Head of Advanced Engineering, Cloud and Platforms and is responsible for the strategy and operation of the company’s Delivery Organization as well as our Solution Practices and Competency Centers. In his current role, Mr. Dvorkin also oversees EPAM’s Advanced Technology programs including EngX and Delivery Excellence. Prior to his current role, he led the North American business unit, where he oversaw the operation of EPAM’s largest book of business, with overall responsibility for services delivered in the North American region. Mr. Dvorkin joined EPAM in 1997 and has been instrumental in driving our growth in key technology and solution practices, and in helping EPAM to build and deploy multi-disciplinary teams for successful client engagements. Having worked and lived in the United States and Eastern Europe, Mr. Dvorkin has in-depth understanding of global delivery models and brings hands-on technology experience and working knowledge of multiple industries including travel, healthcare, insurance, and oil and gas. Mr. Dvorkin holds a master’s degree in Applied Mathematics from the Belarusian National Technical University.

  20. Jason Peterson

    Jason Peterson Jason Peterson joined EPAM in 2017 and is our Senior Vice President, Chief Financial Officer and Treasurer. Mr. Peterson leads EPAM’s Global Finance, Corporate Development, and Procurement organizations and has over 25 years of finance experience. From 2008 to 2017, he was employed by Cognizant Technology Solutions, and in his most recent role, he was Vice President of Finance, M&A and Due Diligence, a position that he held while leading a large-scale corporate business process transformation program. Prior to that, he was CFO of the Emerging Business Accelerator and led the Corporate Financial Planning and Analysis Function. Before joining Cognizant, Mr. Peterson was the CFO for E&C Medical Intelligence, a venture-backed software and services company, and prior to that, he served in various accounting and finance roles at ATI Technologies, Philips Semiconductors, and Hewlett-Packard. Mr. Peterson holds an MBA from Columbia Business School and a Bachelor’s degree in economics from Claremont McKenna College.

  21. Edward Rockwell

    Edward Rockwell Edward Rockwell joined EPAM in October of 2018 and is our Senior Vice President, Chief Legal Officer and Corporate Secretary overseeing the legal activities of the organization and providing strategic counsel and legal guidance to senior leadership and EPAM’s Board of Directors. From June 2014 to October 2018, Mr. Rockwell served as Vice President & Assistant General Counsel at Red Hat, a leading global provider of open source, enterprise IT solutions where he led a global team of legal professionals that supported all sales and operations during a period of significant company growth. From April 2012 to January 2014, Mr. Rockwell was General Counsel and Vice President, Legal and Human

  22. Edward Rockwell

    | 33 | 2026 Proxy Statement | |

  23. Edward Rockwell

    Resources for DDN Storage. He previously served as Vice President and Associate General Counsel at Hewlett-Packard Company (HP) with roles that included General Counsel for HP Services, HP Americas, and HP Software. Additionally, he spent five years in Milan, Italy, where he served as Director and Managing Counsel for HP’s Outsourcing Services business in EMEA and later Senior Director and Managing Counsel for Outsourcing Services worldwide. Mr. Rockwell received a BA degree in Foreign Affairs from University of Virginia and a JD from the University of Richmond School of Law.

  24. Elaina Shekhter

    Elaina Shekhter Elaina Shekhter is our Senior Vice President, Chief Strategy and Transformation Officer. Ms. Shekhter had been our Chief Marketing and Strategy Officer from April 2021 to February 2026 and our Chief Marketing Officer from March 2015 through March 2021. In her role, Ms. Shekhter works to integrate a variety of functions that influence EPAM’s strategy, positioning and messaging. Ms. Shekhter has been with EPAM since 2001 in a number of roles, including the Global Head of Business Development and prior to that, the Global Head of our Travel and Consumer Business Unit. Ms. Shekhter is an advisory board member for the MACH Alliance and is active in the software startup and emerging technology communities, representing EPAM in its investment in the Go Philly Fund and as a board member of the EPAM seed investment, Sigma Ledger. Additionally, Ms. Shekhter takes a special interest in artificial intelligence and sustainability initiatives. Before joining EPAM, Ms. Shekhter was with the global hospitality and travel company Carlson Companies, in a number of operational and business development roles including Head of Retail and Entertainment for 24K, a spin-off of Carlson Marketing Group. Prior to Carlson, Ms. Shekhter was a Manager with Ernst & Young Consulting, specializing in CRM and analytics engagements. Ms. Shekhter holds an MS degree in Information Systems and BS/BA degrees in Economic Theory and Political Science from The American University.

  25. Larry Solomon

    Larry Solomon Larry Solomon is our Senior Vice President, Chief People Officer and Head of Operations, responsible for overseeing all aspects of global infrastructure, shared services, and talent management, talent acquisition, workforce planning and management, as well as other human resource related functions within EPAM globally. Mr. Solomon joined EPAM in October 2016, and prior to that he held a number of leadership positions at Accenture beginning in 1986. His most recent responsibilities as Senior Managing Director and North America Operating Officer from 2013 to 2016 included overseeing and managing the full employee life cycle of all Accenture people in the United States and Canada, resource planning, recruitment, staffing and deployment, and performance management. Prior to that, he was Accenture’s Global COO of Human Resources from 2011 to 2013, with overall responsibility for human resources operations. Mr. Solomon received a bachelor’s degree in Business Administration from the State University of New York at Albany with a Finance/MIS major and Spanish language minor. He graduated with Magna Cum Laude distinction in 1986.

  26. Gary Abrahams

    Gary Abrahams Gary Abrahams is our Vice President, Corporate Controller, and Chief Accounting Officer. Mr. Abrahams joined EPAM in 2016 and was named Chief Accounting Officer in April 2017. Mr. Abrahams has over 25 years of experience in global corporate financial management and public accounting. From December 2015 to March 2016, Mr. Abrahams worked as an independent contractor at CMF Associates, LLC, a management and financial services advisory firm. From June 2014 to April 2015, he served as Senior Vice President, Chief Accounting Officer at Preferred Sands, a producer of high-performance sands and proppant materials used in the oil and gas industry. From May 2006 to April 2014, Mr. Abrahams served in several senior finance roles at Shire Pharmaceuticals, a global biotechnology company, last serving as Vice President, Finance Operations - The Americas, where he was responsible for leading the Controller’s teams in North and South America and enhancing the finance infrastructure to support the growth of the multinational business. Before joining Shire, Mr. Abrahams held finance and Controller positions at Bracco Diagnostics, a subsidiary of a multinational healthcare company, from 1994 to 2006. He began his career at Arthur Andersen LLP in New York City. Mr. Abrahams holds a BBA in Accounting from Hofstra University.

  27. Gary Abrahams

    | 34 | 2026 Proxy Statement | |

  28. Gary Abrahams

    Security Ownership of Certain Beneficial Owners & Management As of March 13, 2026, there were 52,444,312 shares of our Common Stock issued and outstanding. The following table sets forth certain information with respect to the beneficial ownership of our Common Stock for:

  29. Gary Abrahams

    | • | each of our directors and executive officers individually; |

  30. Gary Abrahams

    | • | all directors and executive officers as a group; and |

  31. Gary Abrahams

    | • | each stockholder known by us to be the beneficial owner of more than 5% of our outstanding Common Stock. |

  32. Gary Abrahams

    We have calculated beneficial ownership in accordance with the rules of the SEC, and such ownership includes voting and dispositive power with respect to shares. In the table below, shares of Common Stock issuable pursuant to options currently exercisable or exercisable within 60 days of March 13, 2026, shares of Common Stock issuable upon settlement of restricted stock units, and restricted Common Stock are deemed to be outstanding for calculating the percentage of outstanding shares beneficially owned by the applicable person, but are not deemed to be outstanding for computing the percentage of shares beneficially owned by any other person. To our knowledge, except as indicated, the stockholders named in the table have sole voting and dispositive power with respect to all shares of Common Stock beneficially owned by them, based on the information provided to us by such stockholders. Unless otherwise indicated, the address for each director and executive officer is c/o EPAM Systems, Inc., 41 University Drive, Suite 202, Newtown, Pennsylvania 18940.

  33. Gary Abrahams

    | | Shares Beneficially Owned | | | Name and Address of Beneficial Owner | Number(14) | Percent | | Named Executive Officers and Directors | | | | Arkadiy Dobkin(1) | 1,522,993 | 2.9% | | Balazs Fejes(2) | 71,722 | * | | Jason Peterson(3) | 69,931 | * | | Elaina Shekhter(4) | 56,238 | * | | Larry Solomon(5) | 56,798 | * | | Viktar Dvorkin(6) | 92,138 | * | | Edward Rockwell(7) | 23,696 | * | | Gary Abrahams(8) | 3,244 | * | | DeAnne Aguirre | 3,637 | * | | Richard Michael Mayoras | 10,693 | * | | Chandra McMahon | 3,758 | * | | Eugene Roman | 2,408 | * | | Karl Robb | 7,739 | * | | Robert E. Segert(9) | 18,349 | * | | Helen Shan | 6,299 | * | | Jill Smart | 9,324 | * | | Ronald Vargo | 10,926 | * | | All executive officers and directors as a group (17 people) | 1,969,894 | 3.8% | | 5% Stockholders | | | | The Vanguard Group(10) | 6,825,589 | 11.83% | | BlackRock, Inc.(11) | 3,975,799 | 7.0% | | Invesco Ltd.(12) | 3,569,498 | 6.3% | | Capital World Investors(13) | 6,671,458 | 12.3% |

  34. Gary Abrahams

    | * Denotes less than 1% of the shares of Common Stock beneficially owned. |

  35. Gary Abrahams

    | 35 | 2026 Proxy Statement | |

  36. Gary Abrahams

    | (1) Includes 210,355 shares of Common Stock issuable to Mr. Dobkin upon exercise of options exercisable within 60 days of March 13, 2026; |

  37. Gary Abrahams

    | (2) Includes 46,859 shares of Common Stock issuable to Mr. Fejes upon exercise of options exercisable within 60 days of March 13, 2026. |

  38. Gary Abrahams

    | (3) Includes 38,500 shares of Common Stock issuable to Mr. Peterson upon exercise of options exercisable within 60 days of March 13, 2026. |

  39. Gary Abrahams

    | (4) Includes 42,555 shares of Common Stock issuable to Ms. Shekhter upon exercise of options exercisable within 60 days of March 13, 2026. |

  40. Gary Abrahams

    | (5) Includes 36,353 shares of Common Stock issuable to Mr. Solomon upon exercise of options exercisable within 60 days of March 13, 2026. |

  41. Gary Abrahams

    | (6) Includes: (i) 12,311 shares of Common Stock held directly by Mr. Dvorkin; (ii) 38,124 shares of Common Stock issuable to Mr. Dvorkin upon exercise of options exercisable within 60 days of March 13, 2026; and (iii) 41,703 shares of Common Stock held by the Dvorkin Family Trust for the benefit of Mr. Dvorkin’s children, for which Mr. Dvorkin’s spouse acts as the trustee. Mr. Dvorkin may be deemed to have shared power to vote or to direct the vote, and shared power to dispose or to direct the disposition of the shares held by the Dvorkin Family Trust and identified as beneficially owned by him above. Mr. Dvorkin disclaims beneficial ownership of the securities held by the Dvorkin Family Trust except to the extent of his pecuniary interest therein. |

  42. Gary Abrahams

    | (7) Includes 14,022 shares of Common Stock issuable to Mr. Rockwell upon exercise of options exercisable within 60 days of March 13, 2026. |

  43. Gary Abrahams

    | (8) Includes 524 shares of Common Stock issuable to Mr. Abrahams upon exercise of options exercisable within 60 days of March 13, 2026. |

  44. Gary Abrahams

    | (9) Includes: (i) 6,994 shares of Common Stock held directly by Mr. Segert; and (ii) 11,355 shares of Common Stock held in a revocable living trust in which Mr. Segert and his spouse are trustees. Mr. Segert has beneficial ownership of the shares held in the trust. |

  45. Gary Abrahams

    | (10) Information based on a Schedule 13G/A filed with the SEC on February 13, 2024. The Vanguard Group has sole voting power over 0 shares, shared voting power over 75,863 shares, sole dispositive power over 6,578,867 shares and shared dispositive power over 246,722 shares. The address of The Vanguard Group is 100 Vanguard Blvd., Malvern, PA 19355. |

  46. Gary Abrahams

    | (11) Information based on a Schedule 13G/A filed with the SEC on July 17, 2025. BlackRock, Inc., a parent holding company, reports on behalf of the following subsidiaries which hold the shares: BlackRock Life Limited, BlackRock Advisors, LLC, BlackRock (Netherlands) B.V., BlackRock Institutional Trust Company, National Association, BlackRock Asset Management Ireland Limited, BlackRock Financial Management, Inc., BlackRock Asset Management Schweiz AG, BlackRock Investment Management, LLC, BlackRock Investment Management (UK) Limited, BlackRock Asset Management Canada Limited, BlackRock Investment Management (Australia) Limited, BlackRock Advisors (UK) Limited, BlackRock Fund Advisors, BlackRock Asset Management North Asia Limited, and BlackRock Fund Managers Ltd. BlackRock, Inc. has sole voting power over 3,716,162 shares, shared voting power over 0 shares, sole dispositive power over 3,975,799 shares, and shared dispositive power over 0 shares. The address of BlackRock, Inc. is 50 Hudson Yards, New York, NY 10001. |

  47. Gary Abrahams

    | (12) Information based on a Schedule 13G filed with the SEC on May 9, 2025. Invesco Ltd., a parent holding company, reports on behalf of Invesco Advisers, Inc., Invesco Asset Management (Japan) Limited, Invesco Asset Management Limited, Invesco Asset Management Singapore Ltd., Invesco Investment Advisers LLC, and Invesco Capital Management LLC. Invesco Ltd. has sole voting power over 3,486,640 shares, shared voting power over 0 shares, sole dispositive power over 3,569,498 shares, and shared dispositive power over 0 shares. The address of Invesco Ltd. is 1331 Spring Street NW, Suite 2500, Atlanta, GA 30309. |

  48. Gary Abrahams

    | (13) Information based on a Schedule 13G/A filed with the SEC on March 6, 2026. Capital World Investors is a division of Capital Research and Management Company, as well as its investment management subsidiaries and affiliates: Capital Bank and Trust Company, Capital International, Inc., Capital International Limited, Capital International Sarl, Capital International K.K., Capital Group Private Client Services, Inc., and Capital Group Investment Management Private Limited. Capital World Investors is deemed to be the beneficial owner of 6,671,458 shares and has sole voting power over 6,646,126 shares, shared voting power over 0 shares, sole dispositive power over 6,671,458 shares, and shared dispositive power over 0 shares. The address of Capital World Investors is 333 South Hope Street, 55th Floor, Los Angeles, CA 90071. |

  49. Gary Abrahams

    | (14) Share numbers have been rounded to eliminate reporting of fractional shares. |

  50. Pre-Cleared Transaction Categories

    | • | director compensation arrangements that have been approved by the Board |

  51. Vote Required

    | Name | Fees earned or paid in cash ($) | Stock awards (1) (2) ($) | Option awards ($) | Non-equity incentive plan compensation ($) | Non-qualified deferred compensation earnings ($) | All other compensation ($) | Total ($) | | DeAnne Aguirre | $82,189 (3) | $247,824 | – | – | – | – | $330,013 | | Richard Michael Mayoras | $111,917 (4) | $247,824 | – | – | – | – | $359,741 | | Chandra McMahon | $82,889 (5) | $247,824 | – | – | – | – | $330,713 | | Karl Robb | $65,000 (6) | $247,824 | – | – | – | $94,000 (7) | $406,824 | | Eugene Roman | $84,111 (8) | $247,824 | – | – | – | – | $331,935 | | Robert E. Segert | $74,244 (9) | $247,824 | – | – | – | – | $322,068 | | Helen Shan | $100,000 (10) | $247,824 | – | – | – | – | $347,824 | | Jill Smart | $89,889 (11) | $247,824 | – | – | – | – | $337,713 | | Ronald Vargo | $88,333 (12) | $247,824 | – | – | – | – | $336,157 |

  52. Compensation Philosophy and Objectives

    | • | Attract, motivate, develop and retain quality executives who will increase long-term stockholder value. |

  53. Compensation Philosophy and Objectives

    | • | Provide total compensation to each of our NEOs that is commensurate with position and experience, largely in annual incentive and long-term incentives. |

  54. Compensation Philosophy and Objectives

    | • | Grant performance-based equity awards to align executive interests with long-term interests of EPAM stockholders. |

  55. Compensation Philosophy and Objectives

    | • | Reward exceptional performance and long-term commitment to EPAM. |

  56. Compensation Philosophy and Objectives

    We use a mix of short-term compensation, in the form of base salaries and annual cash incentive payments, and long-term compensation, in the form of equity-based awards, as the total compensation structure to meet these objectives. This compensation program serves to complement the strong alignment our NEOs have with our stockholders because of the equity holdings our NEOs have in EPAM, and our stock ownership guidelines strengthen this alignment. Consistent with this approach, the Committee exercised its succession planning duties and its responsibility to evaluate and approve short- and long-term compensation components when reviewing and overseeing the development of the succession plan that resulted in Balazs Fejes’ promotion to become EPAM’s new President and CEO and developing the role of Executive Chair for Arkadiy Dobkin. The Committee’s activities in this transition were grounded in our compensation principles, evidenced by the grant of time-based restricted stock units (“RSUs”) and increased base salary designed to enhance the alignment of interests between EPAM’s stockholders and Mr. Fejes while motivating him to increase long-term value, retain his services, and reward his commitment to EPAM and our performance. As we did with the recent management transition, the Committee continues to evaluate the elements of our executive compensation program to ensure strong pay and performance alignment.

  57. 2025 Company Performance

    The revenue and adjusted income from operations results led to the corporate performance factor for our short-term cash incentives being funded at 101.7% (see “Short-Term Cash Incentive Awards” for more information). The revenue and adjusted EPS results correspond to 92% and 200%, respectively, for the portion of the first-year tranche of the 2025-2027 performance-vesting stock units (“PSUs”) and the second year tranche of the 2024-2026 PSUs relating to those measures. Each of the 2024-2026 PSUs and the 2025-2027 PSUs will not become earned and vested until the conclusion of the applicable 3-year performance period and the 3-year relative TSR performance period have been completed. See “Key Executive Performance Stock Program” for more information.

  58. Compensation Objectives

    | | Component | Payment Form | Objective | Alignment with Stockholder Value Creation | | Short-Term Compensation | Base Salary | Cash | Provide a base amount of fixed compensation to attract and retain highly qualified executives Reflects individual seniority, skills, prior experience, scope and responsibility | Salary levels and year-over-year increases set based on market data to provide competitive pay | | | Performance-based Cash Incentives | Cash | Reward executives for a combination of strong corporate performance and individual contributions to our success | Short-term cash incentives for executives funded based on our operational and financial results, with annual awards for our NEOs determined based on EPAM financial performance in 2025, and considering individual performance | | Long-Term Compensation | Equity Awards | Equity | Provide annual awards to executive via 50% PSUs and 50% time-vested RSUs to realize future stock price appreciation, serve as a retention tool for highly qualified executive leadership, and reward executives for long-term Company success. | Ultimate value of equity awards based on sustained, long-term EPAM stock price appreciation and financial performance | | Other Compensation | Benefits and Perquisites | N/A | Promote EPAM’s approach and culture by avoiding special perquisites for executives | EPAM provides its executives with broad-based, non-discriminatory benefit plans available to all employees to focus executive pay on incentive-based cash or equity compensation | | | Post-employment Compensation | Cash/Equity | Lack of pension plans, conservative retiree benefits and other post-employment benefits keeps fixed compensation costs controlled Executive severance policy based on market data that includes salary and bonus, COBRA benefits, and acceleration of unvested equity for a qualifying termination Equity awards vest upon death or disability (100% in the case of two or more years of service, and 50% in case of less than 2 years of service) Equity awards held for at least one year from the date of grant accelerate upon voluntary retirement for Section 16 officers who retire with a combined age and service of 70 (minimum age 60 and minimum tenure 5 years) | No employment agreements except where required by law. Market-aligned severance policy for executive officers Double-trigger change of control requirements for acceleration of unvested equity awards Cash severance and equity vesting terms intended to provide programmatic treatment, including cash and vesting of equity, in executive separations to minimize the need for Committee discretion | | | Employee Stock Purchase Plan (ESPP) | Equity | EPAM maintains an ESPP for eligible employees, including our executive officers (available in select countries) with a market competitive design | Creates incentive for employees to share in EPAM’s value creation |

  59. Governing our Compensation Program

    | | | | WHAT WE DO | WHAT WE DON‘T DO | | • Align our executive pay with performance • Appropriately balance short- and long-term incentives • Award PSUs which vest, if at all, at the end of a three-year performance period and RSUs which vest over a four-year term • Hold an annual “say-on-pay” advisory vote to approve executive compensation • Award PSUs tied to our long-term performance as a significant portion of our NEOs’ overall compensation • Maintain meaningful stock ownership guidelines for executives, members of senior management and directors • Maintain a robust compensation recoupment or “clawback” policy that complies with SEC and corresponding NYSE Listed Company Manual requirements • Retain and utilize an independent compensation consultant to advise the Committee | • No contracts with multi-year guaranteed salary increases or bonus arrangements • No excise tax gross-ups upon a change of control • No “single trigger” change of control vesting for equity awards • No “golden parachutes” or automatic change of control severance payments • No supplemental executive retirement plan or supplemental pension benefits • No repricing of equity awards without stockholder approval • No hedging, pledging, and speculative transactions in our securities by our executive officers, employees and directors • No excessive perquisites for our named executive officers |

  60. 2025 Compensation Snapshot

    Base salaries for our NEOs were unchanged in 2025 compared to 2024, except for Mr. Fejes, whose annual base salary increased to $850,000 (converted to Swiss francs), effective September 1, 2025 in conjunction with his promotion to CEO. Cash incentive payouts increased due to an improvement in operating performance against our revenue and profitability targets compared to 2024. Long-term equity incentives for our NEOs also remained unchanged in total grant value in 2025 compared to 2024, other than for Mr. Fejes, who received a grant of RSUs valued at $670,000 on September 1, 2025 in connection with his promotion to CEO. Excluding this top-up grant to Mr. Fejes, our NEOs’ long-term equity incentive packages were 50% PSUs and 50% RSUs. With a substantial amount of our CEO’s and other NEOs’ overall compensation linking to the short-term operational performance and long-term stock performance of EPAM, our dedication to ensuring our executives’ interests align with those of our stockholders is clear.

  61. 2025 Compensation Oversight

    | • | Short-term cash incentive awards reported for 2025 were decided in February 2026 and reflect performance against goals established in February 2025. |

  62. 2025 Compensation Oversight

    | • | Long-term equity incentive awards reported for 2025 were granted in March 2025 and reward future contributions. |

  63. 2025 Compensation Oversight

    | January – March | April – June | July – September | October – December | | • Set performance measures and targets for 2025 performance cycle relating to short-term cash incentive program and Key Executive Performance Stock Program • Determined salary adjustments and target short-term cash opportunities for executives • Recommended NEO long-term equity incentive awards to Board for approval | • Reviewed results of “say on pay” advisory vote • Remained informed on progress toward meeting performance goals associated with executive compensation program | • Evaluated and set executive compensation peer group • Reviewed management succession plan • Reviewed executive compensation program designs for 2026 • Approved cash compensation for Mr.Fejes as CEO, and recommended that the Board approve his top-up equity award | • Reviewed compensation risk assessment • Evaluated executive compensation philosophy • Considered publicly available compensation benchmarking data and peer group compensation data |

  64. Role of the Compensation Consultant

    Role of the Compensation Consultant In considering and making executive compensation decisions, the Committee retains the services of an independent executive compensation consultant, Pay Governance LLC (“Pay Governance”). At the Committee’s request during 2025, Pay Governance performed the following services:

  65. Role of the Compensation Consultant

    | • | Provided analysis and reports on market pay for named executive officers |

  66. Role of the Compensation Consultant

    | • | Performed a competitive review of peer company share usage and dilution |

  67. Role of the Compensation Consultant

    | • | Consulted on executive compensation peer group composition |

  68. Role of the Compensation Consultant

    | • | Advised on trends and policies relating to compensation |

  69. Role of the Compensation Consultant

    | • | Performed a competitive review of director compensation and executive severance practices |

  70. Role of the Compensation Consultant

    In addition, Pay Governance provided advice on the Compensation Discussion and Analysis included in this Proxy Statement. Pay Governance attends meetings as appropriate at the invitation of the Committee and meets with our management from time to time to collect compensation data and information about the business. To ensure the independence of Pay Governance, the Committee annually reviews its work, fees and relationship. During 2025, Pay Governance did not perform any other services for EPAM or any of its affiliates and the Committee concluded that there was no conflict of interest within the meaning of Section 10C-1 of the Exchange Act affecting Pay Governance’s independence.

  71. Peer Group

    Peer Group EPAM uses a compensation peer group to help us understand pay levels and compensation program design for similarly sized publicly traded companies. We use peer group information to better understand the external marketplace, but compensation paid at other companies is only one factor in our decision-making process. For our reference group, we focus on technology companies of similar revenue and market cap size to EPAM that also generally have significant non-US revenue and strong

  72. Peer Group

    | 53 | 2026 Proxy Statement | |

  73. Peer Group

    fundamentals. Every year, the Committee reviews and, if appropriate, adjusts the criteria for our peer group, and confirms the companies included. In 2025, we removed Workday, Inc. and added Gartner, Inc. to our comparator group. These changes better reflect a peer group with more closely related revenues and market cap to that of EPAM.

  74. Peer Group

    | COMPENSATION PEER GROUP | | | | | • | Akamai Technologies, Inc. | • | Gartner, Inc. | | • | ASGN Incorporated | • | Genpact Limited | | • | Autodesk, Inc. | • | Open Text Corporation | | • | Cadence Design Systems, Inc. | • | PTC Inc. | | • | CGI Inc. | • | Science Applications Int’l Corp. | | • | Cognizant Technology Solutions | • | SS&C Technologies Holdings, Inc | | • | Fortinet, Inc. | • | Verisk Analytics, Inc. |

  75. Timing of Compensation Decisions

    Timing of Compensation Decisions We do not grant equity-based awards to our executive officers in anticipation of the release of significant earnings announcements or other material non-public information likely to result in changes to the price of our Common Stock. Similarly, we do not time the release of material non-public information based on equity award grant dates. In the event material non-public information becomes known to the Committee prior to granting an equity award, the Committee will take the existence of such information into consideration and use its business judgment to determine whether to delay the grant of equity to avoid any appearance of or actual impropriety.

  76. Elements of Executive Compensation

    | Cash Compensation | Long-Term Equity Compensation | | • Base salary | • Key Executive Performance Stock Program | | • Short-term cash incentive awards | • Restricted Stock Units |

  77. Cash Compensation Components

    | • | Corporate financial performance measures and goals (and any deviation from them) |

  78. Cash Compensation Components

    | • | The aggregate executive bonus funding level, based on EPAM revenue and profitability results for the year compared to targets |

  79. Cash Compensation Components

    | • | Individual annual cash incentive targets for each NEO |

  80. Cash Compensation Components

    | • | Actual annual cash incentive awards for each NEO |

  81. Cash Compensation Components

    | NEO | 2025 cash incentive minimum | 2025 cash incentive target | 2025 cash incentive maximum | 2025 cash incentive award — actual ($) | Payout as a percentage of target (%) | | Balazs Fejes | $0 | $754,167 | $1,131,251 | $767,000 | 101.7% | | Jason Peterson | $0 | $600,000 | $900,000 | $610,000 | | | Arkadiy Dobkin | $0 | $1,062,500 | $1,593,750 | $1,080,500 | | | Viktar Dvorkin | $0 | $450,000 | $675,000 | $457,500 | | | Larry Solomon | $0 | $450,000 | $675,000 | $457,500 | | | Elaina Shekhter | $0 | $400,000 | $600,000 | $407,000 | |

  82. Long Term Equity Compensation Components

    Long Term Equity Compensation Components Long-term equity compensation to our NEOs in 2025 consisted of Key Executive Performance Stock Program PSU awards and time-vested RSUs In 2025, EPAM eliminated the use of stock options and granted long-term incentives awards to our NEOs using an equal mix of PSUs and time-vested RSUs. These long-term equity incentives provide our NEOs with a personal financial interest in EPAM’s success through stock ownership, aligning their interests with that of our stockholders.

  83. Long Term Equity Compensation Components

    | 56 | 2026 Proxy Statement | |

  84. Key Executive Performance Stock Program

    Key Executive Performance Stock Program 2025 was the second year of our Key Executive Performance Stock Program, which we launched in 2024 to strengthen the link between executive pay and Company performance. Ultimate vesting of PSUs granted under this program is based on adjusted revenue growth, adjusted EPS, and relative TSR. The revenue and EPS portions are weighted 37.5% each, and relative TSR accounts for 25%. This approach recognizes that our financial performance more accurately reflects our progress toward our strategic goals. The revenue and EPS targets are one-year metrics set annually by the Committee due to the challenge in forecasting and setting long-term goals in a volatile information technology spending environment, and the relative TSR target is a three-year target set prior to the grant date. Except in limited termination scenarios, PSUs are also subject to the continued employment of each NEO through the applicable performance period. The number of PSUs that are actually earned and eligible to vest will be determined as a percentage of the target number, between 50% (subject to threshold performance) and 200% for maximum performance, based on our level of achievement of each performance measure. Since vesting of PSU grants under this program depends on our performance for these metrics over a three-year performance period, a meaningful proportion of our NEOs’ realizable total compensation is determined based on long-term company achievements.

  85. Key Executive Performance Stock Program

    | • | Revenue Growth Results: 37.5% of the PSUs will vest, if at all, at the end of the three-year performance period based on the achievement of adjusted revenue growth targets by EPAM during the performance period. |

  86. Key Executive Performance Stock Program

    | • | EPS Results: 37.5% of the PSUs will vest, if at all, at the end of the three-year performance period based on the achievement of adjusted EPS targets by EPAM during the performance period. |

  87. Key Executive Performance Stock Program

    | • | Relative TSR Results: 25% of the PSUs will vest, if at all, at the end of the three-year performance period based on EPAM’s total shareholder return as compared to the total shareholder return of the S&P 500 IT Index. In order to determine EPAM’s relative TSR, each company in the comparator group is ranked in order of its total shareholder return. |

  88. Key Executive Performance Stock Program

    For each fiscal year during the performance period, the Committee approves revenue growth and EPS goals for this program that it deems to be challenging and motivating. A payout percentage, based on performance against target, is certified by the Committee after the completion of each fiscal year. Relative TSR performance will be certified by the Committee at the conclusion of the 3-year performance period. The performance periods for awards under each of the 2024, 2025, and 2026 Key Executive Performance Stock Program are shown below:

  89. Key Executive Performance Stock Program

    | Grant Year | Performance Period | | 2026 | January 1, 2026 – December 31, 2028 | | 2025 | January 1, 2025 – December 31, 2027 | | 2024 | January 1, 2024 – December 31, 2026 |

  90. Key Executive Performance Stock Program

    Performance measures for fiscal 2025 are shown in the table below. Please see our Proxy Statement filed April 9, 2025 for the performance measures for the 2024 Key Performance Stock Program.

  91. Key Executive Performance Stock Program

    | | 1-Year Measures | | | | 3-Year Measure | | | | Adjusted Revenue Growth | | Adjusted EPS | | Relative TSR | | | Performance Level (1) | Performance vs. Target | % of PSUs that Vest (out of 37.5%) | Performance vs. Target | % of PSUs that Vest (out of 37.5%) | EPAM % Rank | % of PSUs that Vest (out of 25%) | | Below Threshold | <9% | 0% | <$10.45 | 0% | Below 30th Percentile | 0% | | Threshold | 9% | 50% | $10.45 | 50% | 30th Percentile | 50% | | Target | 13.0% - 15.3% | 100% | $10.86 | 100% | 55th Percentile | 100% | | Maximum | 21.6% | 200% | $11.25 | 200% | 85th Percentile | 200% |

  92. Key Executive Performance Stock Program

    In February 2026, the Committee certified the results and payout percentages relating to the 2025 revenue and EPS components at 92% and 200%, respectively. The actual number of PSUs that are earned and vested will be determined following the completion of the performance period on December 31, 2026 for 2024 PSU grants and December 31, 2027 for 2025 PSU grants. Company performance over the remaining years of each performance period will determine the number of PSUs earned, if any. Results for 2024 PSU grants will be certified in the first quarter of 2027 and, for 2025 PSU grants, in the first quarter of 2028.

  93. Key Executive Performance Stock Program

    | 57 | 2026 Proxy Statement | |

  94. Time-Based Equity Awards

    Time-Based Equity Awards We award time-based equity grants in the form of RSUs. The Committee has determined and recommended to the Board that these equity awards align with our philosophy to retain and incentivize our NEOs and reward absolute long-term stock appreciation. These awards generally vest in equal annual installments over a four-year period. The service-based vesting and forfeiture provisions included in our awards provide an additional incentive to our leadership to act in furtherance of our long-term success and our stockholders’ interests, strongly linking pay with EPAM’s performance.

  95. Other Broad-based Employee Benefits

    | • | Group health insurance (including medical, dental, and vision), long- and short-term disability, group life, AD&D and paid time off. |

  96. No Single Trigger Change in Control Arrangements

    No Single Trigger Change in Control Arrangements We do not provide our NEOs with guaranteed bonus amounts, “golden parachutes,” multi-year severance packages or guarantees, accelerated vesting of stock awards or other payments triggered by a change in control (excluding severance benefits which have “double-trigger” acceleration), or gross-ups on severence payments. We do not provide our executives any tax gross ups with respect to Section 280G, 409A, or 4999 of the Internal Revenue Code.

  97. Post-Termination Compensation

    Post-Termination Compensation Each of our Named Executive Officers are eligible for a standardized severance benefit under the EPAM Systems, Inc. Executive Severance Plan, which is described further under “Potential Payments Upon Termination – Termination Benefits.”

  98. Summary Compensation Table

    Summary Compensation Table The following table sets forth information regarding the compensation of our NEOs for services rendered to us in all capacities for 2025, 2024, and 2023, except that compensation data for fiscal year 2024 and 2023 is omitted for Ms. Shekhter because she was not an NEO in either of those fiscal years.

  99. Summary Compensation Table

    | Name and principal position | Year | Salary ($) | Bonus ($) | Stock awards ($) (1)(2)(3) | Option awards ($) (1) | Non-equity incentive plan compensation ($) (4) | All other compensation ($) (5) | Total ($) | | Balazs Fejes President and Chief Executive Officer | 2025 | $756,300 | - | $3,721,288 | - | $767,000 | - | $5,244,588 | | | 2024 | $681,536 (6) | – | $2,392,545 | $1,500,108 | $432,000 (6) | – | $5,006,189 | | | 2023 | $587,197 (6) | – | $1,509,053 | $1,499,977 | $282,000 (6) | – | $3,878,227 | | Jason Peterson Senior Vice President, Chief Financial Officer and Treasurer | 2025 | $600,000 | - | $2,996,096 | - | $610,000 | $11,125 | $4,217,221 | | | 2024 | $600,000 | – | $2,392,545 | $1,500,108 | $432,000 | $16,293 | $4,940,946 | | | 2023 | $525,000 | – | $4,527,159 | $1,499,977 | $282,000 | $14,488 | $6,848,624 | | Arkadiy Dobkin Executive Chair | 2025 | $850,000 | - | $6,192,284 | - | $1,080,500 | $10,229 | $8,133,013 | | | 2024 | $850,000 | – | $5,866,069 | $1,550,095 | $765,000 | $15,478 | $9,046,642 | | | 2023 | $812,500 | – | $3,118,869 | $3,099,953 | $500,000 | $13,808 | $7,545,130 | | Viktar Dvorkin Senior Vice President, Global Head of Engineering, Cloud and Enterprise Platforms | 2025 | $475,000 | - | $1,997,583 | - | $457,500 | $14,000 | $2,944,083 | | | 2024 | $475,000 | – | $1,594,712 | $1,000,072 | $324,000 | $13,800 | $3,407,584 | | | 2023 | $456,250 | – | $1,006,135 | $999,985 | $212,000 | $16,584 | $2,690,954 | | Larry Solomon Senior Vice President, Chief People Officer and Head of Operations | 2025 | $475,000 | - | $1,997,583 | - | $457,500 | $14,000 | $2,944,083 | | | 2024 | $475,000 | – | $1,594,712 | $1,000,072 | $324,000 | $13,800 | $3,407,584 | | | 2023 | $456,250 | – | $1,006,135 | $999,985 | $212,000 | $15,178 | $2,689,548 | | Elaina Shekhter Senior Vice President, Chief Strategy and Transformation Officer | 2025 | $425,000 | - | $1,498,048 | $- | $407,000 | $14,000 | $2,344,048 |

  100. Summary Compensation Table

    | (1) The amounts in these columns represent the aggregate grant date fair value of the performance stock unit, restricted stock unit and option awards granted to our named executive officers in 2025, 2024, and 2023, respectively, computed in accordance with FASB ASC Topic 718 and excluding the effect of estimated forfeitures. We provide information regarding the assumptions used to calculate the value of these stock-based compensation awards in Note 15 to the audited consolidated financial statements included in our 2025 Annual Report. With respect to amounts included for the performance stock units under our Key Executive Performance Stock Program awards, the grant date fair value determined in accordance with Topic 718 is based on the probable outcome as of the grant date (which we have determined is the same as target for the portion of PSUs granted to the NEOs in 2024 and 2025 and represented in this table), using historical total stockholder return performance, anticipated adjusted revenue growth, anticipated adjusted EPS, and assumes vesting at target. There can be no assurance that these awards will vest or will be exercised (in which case no value will be realized by the individual), or that the value upon vesting or exercise, as applicable, will approximate the aggregate grant date fair value. |

  101. Summary Compensation Table

    | 60 | 2026 Proxy Statement | |

  102. Summary Compensation Table

    | (2) Assuming the achievement of target or maximum performance as of the grant date, the aggregate grant date fair value of the Key Executive Performance Stock Program awards for each fiscal year (the Key Executive Performance Stock Program was launched in 2024 and did not exist in the 2023 fiscal year) included in this column would be as follows: |

  103. Summary Compensation Table

    | Name | Key Executive Performance Stock Program | | | | | Year | Grant Date Fair Value at Target | Grant Date Fair Value at Maximum | | Balazs Fejes | 2024 | $892,117 | $1,784,234 | | | 2025 | $1,034,306 | $2,068,612 | | Jason Peterson | 2024 | $892,117 | $1,784,234 | | | 2025 | $1,034,306 | $2,068,612 | | Arkadiy Dobkin | 2024 | $2,765,384 | $5,530,768 | | | 2025 | $2,137,688 | $4,275,377 | | Viktar Dvorkin | 2024 | $594,626 | $1,189,252 | | | 2025 | $689,602 | $1,379,203 | | Larry Solomon | 2024 | $594,626 | $1,189,252 | | | 2025 | $689,602 | $1,379,203 | | Elaina Shekhter | 2025 | $517,153 | $1,034,306 |

  104. Summary Compensation Table

    | (3) The amounts in this column include the grant date fair value of a portion of grants aggregating to 67,520 PSUs made in March 2025 to our NEOs. As further described under the heading “Key Executive Performance Stock Program” in the Compensation Discussion and Analysis above, the remaining portion of those PSUs are not considered granted for accounting purposes because the future vesting conditions were not determined as of the date of grant and therefore grant date fair value cannot be determined in accordance with Topic 718. |

  105. Summary Compensation Table

    | (4) The amounts in this column represent cash payout amounts earned under our annual cash incentive program for each of the NEOs in the years indicated in this table. For additional details regarding the annual cash incentives, see the disclosure under the heading “Cash Compensation Components” in the Compensation Discussion and Analysis above. |

  106. Summary Compensation Table

    | (5) The amounts in this column represent 401(k) plan matching contributions for Messrs. Peterson, Dobkin, Dvorkin, and Solomon and for Ms. Shekhter. |

  107. Summary Compensation Table

    | (6) Mr. Fejes’ cash compensation was paid in Swiss francs. For 2025, 2024, and 2023, the applicable exchange rates used were $1.10, $1.12, and $1.11, per Swiss franc, based on the average exchange rates from oanda.com. |

  108. Summary Compensation Table

    | 61 | 2026 Proxy Statement | |

  109. Grants of Plan-Based Awards

    Grants of Plan-Based Awards The following table sets forth information regarding grants of plan-based awards to our NEOs for the year ended December 31, 2025.

  110. Grants of Plan-Based Awards

    | Name | Grant date | Award approval date (1) | Estimated payouts under non-equity incentive plan awards | | | Estimated future payouts under equity incentive plan awards (2) | | | All other stock awards: Number of shares of stock or units (#) (3) | Grant date fair value of stock and option awards (4) | | | | | Thres- hold ($) | Target ($) | Maximum ($) | Thres-hold (#) | Target (#) | Maximum (#) | | | | Balazs Fejes | 2/10/2025 | 2/10/2025 | — | $754,167 | $1,131,251 | | | | | | | | 3/15/2025 | 2/11/2025 | | | | | | | 10,736 | $1,961,789 | | | 9/1/2025 | 8/27/2025 | | | | | | | 4,112 | $725,192 | | | 3/15/2025 | 2/10/2025 | | | | 5,368 | 10,736 | 21,472 | | $1,034,306 | | Jason Peterson | 2/10/2025 | 2/10/2025 | — | $600,000 | $900,000 | | | | | | | | 3/15/2025 | 2/11/2025 | | | | | | | 10,736 | $1,961,789 | | | 3/15/2025 | 2/11/2025 | | | | 5,368 | 10,736 | 21,472 | | $1,034,306 | | Arkadiy Dobkin | 2/10/2025 | 2/11/2025 | — | $1,062,500 | $1,593,750 | | | | | | | | 3/15/2025 | 2/11/2025 | | | | | | | 22,189 | $4,054,596 | | | 3/15/2025 | 2/11/2025 | | | | 11,095 | 22,189 | 44,378 | | $2,137,688 | | Viktar Dvorkin | 2/10/2025 | 2/10/2025 | — | $450,000 | $675,000 | | | | | | | | 3/15/2025 | 2/11/2025 | | | | | | | 7,158 | $1,307,981 | | | 3/15/2025 | 2/11/2025 | | | | 3,579 | 7,158 | 14,316 | | $689,602 | | Larry Solomon | 2/10/2025 | 2/10/2025 | — | $450,000 | $675,000 | | | | | | | | 3/15/2025 | 2/11/2025 | | | | | | | 7,158 | $1,307,981 | | | 3/15/2025 | 2/11/2025 | | | | 3,579 | 7,158 | 14,316 | | $689,602 | | Elaina Shekhter | 2/10/2025 | 2/10/2025 | — | $400,000 | $600,000 | | | | | | | | 3/15/2025 | 2/11/2025 | | | | | | | 5,368 | $980,895 | | | 3/15/2025 | 2/11/2025 | | | | 2,684 | 5,368 | 10,736 | | $517,153 |

  111. Grants of Plan-Based Awards

    | (1) On February 10, 2025, the Compensation Committee approved non-equity incentive plan award targets and recommended grants of performance stock units and restricted stock units to our Named Executive Officers which our Board of Directors then approved on February 11, 2025. |

  112. Grants of Plan-Based Awards

    | (2) Reflects performance stock unit grants made pursuant to the Key Executive Performance Stock Program, the terms of which are summarized in the Compensation Discussion and Analysis above. |

  113. Grants of Plan-Based Awards

    | (3) These restricted stock units are scheduled to vest as to 25% of the shares on each of March 15, 2026, 2027, 2028, and 2029. |

  114. Grants of Plan-Based Awards

    | (4) The amounts in this column represent the aggregate grant date fair value of the performance stock units and restricted stock units granted to our Named Executive Officers in 2025, computed in accordance with FASB ASC Topic 718 and excluding the effect of estimated forfeitures. We provide information regarding the assumptions used to calculate the value of these stock-based compensation awards in Note 15 to the audited consolidated financial statements included in our 2025 Annual Report and in Footnotes 1 through 3 to the Summary Compensation Table. There can be no assurance that these awards will vest or will be exercised (in which case no value will be realized by the individual), or that the value upon vesting or exercise, as applicable, will approximate the aggregate grant date fair value. |

  115. Grants of Plan-Based Awards

    | 62 | 2026 Proxy Statement | |

  116. Outstanding Equity Awards at Fiscal Year-End

    Outstanding Equity Awards at Fiscal Year-End The following table sets forth information regarding the holdings of stock options and stock awards that remained outstanding as of December 31, 2025 for each of our NEOs.

  117. Outstanding Equity Awards at Fiscal Year-End

    | Name (a) | Option awards | | | | Stock awards | | | | Number of securities underlying unexercised options (#) exercisable (b) | Number of securities underlying unexercised options (#) unexercisable (c) | Option exercise price ($) (d) | Option expiration date (e) | Number of shares or units of stock that have not vested (#) (f) | Market value of shares or units of stock that have not vested (#) (1) (g) | | Balazs Fejes | 9,093 | | $169.13 | 3/29/2029 | | | | | 9,726 | | $175.22 | 3/27/2030 | | | | | 6,720 | | $387.74 | 3/26/2031 | | | | | 7,233 (2) | 2,411 (2) | $266.75 | 3/25/2032 | | | | | 4,763 (3) | 4,762 (3) | $299.00 | 3/31/2033 | | | | | 2,266 (4) | 6,797 (4) | $298.89 | 3/15/2034 | | | | | | | | | 22,151 (5) | $4,538,297 | | | | | | | 15,756 (6) | $3,228,089 | | Jason Peterson | 1,088 | | $169.13 | 3/29/2029 | | | | | 9,726 | | $175.22 | 3/27/2030 | | | | | 6,366 | | $387.74 | 3/26/2031 | | | | | 7,233 (2) | 2,411 (2) | $266.75 | 3/25/2032 | | | | | 4,763 (3) | 4,762 (3) | $299.00 | 3/31/2033 | | | | | 2,266 (4) | 6,797 (4) | $298.89 | 3/15/2034 | | | | | | | | | 21,403 (5) | $4,385,047 | | | | | | | 15,756 (6) | $3,228,089 | | Arkadiy Dobkin | 41,026 | | $70.52 | 3/25/2026 | | | | | 39,594 | | $73.27 | 3/24/2027 | | | | | 28,830 | | $112.62 | 3/23/2028 | | | | | 22,733 | | $169.13 | 3/29/2029 | | | | | 25,289 | | $175.22 | 3/27/2030 | | | | | 14,147 | | $387.74 | 3/26/2031 | | | | | 4,822 (2) | 14,467 (2) | $266.75 | 3/25/2032 | | | | | 9,843 (3) | 9,842 (3) | $299.00 | 3/31/2033 | | | | | 2,342 (4) | 7,023 (4) | $298.89 | 3/15/2034 | | | | | | | | | 37,214 (5) | $7,624,404 | | | | | | | 37,750 (6) | $7,734,220 |

  118. Outstanding Equity Awards at Fiscal Year-End

    | 63 | 2026 Proxy Statement | |

  119. Outstanding Equity Awards at Fiscal Year-End

    | Name (a) | Option awards | | | | Stock awards | | | | Number of securities underlying unexercised options (#) exercisable (b) | Number of securities underlying unexercised options (#) unexercisable (c) | Option exercise price ($) (d) | Option expiration date (e) | Number of shares or units of stock that have not vested (#) (f) | Market value of shares or units of stock that have not vested (#) (1) (g) | | Viktar Dvorkin | 8,649 | | $112.62 | 3/23/2028 | | | | | 6,721 | | $169.13 | 3/29/2029 | | | | | 7,392 | | $175.22 | 3/27/2030 | | | | | 4,598 | | $387.74 | 3/26/2031 | | | | | 4,919 (2) | 1,639 (2) | $266.75 | 3/25/2032 | | | | | 3,176 (3) | 3,174 (3) | $299.00 | 3/31/2033 | | | | | 1,511 (4) | 4,531 (4) | $298.89 | 3/15/2034 | | | | | | | | | 12,039 (5) | $2,466,550 | | | | | | | 10,504 (6) | $2,152,060 | | Larry Solomon | 3,299 | $112.62 | 3/23/2028 | | | | | | 6,721 | | $169.13 | 3/29/2029 | | | | | 7,392 | | $175.22 | 3/27/2030 | | | | | 4,598 | | $387.74 | 3/26/2031 | | | | | 4,919 (2) | 1,639 (2) | $266.75 | 3/25/2032 | | | | | 3,176 (3) | 3,174 (3) | $299.00 | 3/31/2033 | | | | | 1,511 (4) | 4,531 (4) | $298.89 | 3/15/2034 | | | | | | | | | 12,039 (5) | $2,466,550 | | | | | | | 10,504 (6) | $2,152,060 | | Elaina Shekhter | 8,908 | | $73.27 | 3/24/2027 | | | | | 7,496 | | $112.62 | 3/23/2028 | | | | | 5,535 | | $169.13 | 3/29/2029 | | | | | 6,225 | | $175.22 | 3/27/2030 | | | | | 3,537 | | $387.74 | 3/26/2031 | | | | | 3,762 (2) | 1,253 (2) | $266.75 | 3/25/2032 | | | | | 2,382 (3) | 2,381 (3) | $299.00 | 3/31/2033 | | | | | 1,133 (4) | 3,398 (4) | $298.89 | 3/15/2034 | | | | | | | | | 9,040 (5) | $1,852,115 | | | | | | | 7,878 (6) | $1,614,045 |

  120. Outstanding Equity Awards at Fiscal Year-End

    | (1) The closing market price of our Common Stock on the NYSE on December 31, 2025, the last trading day of 2025, was $204.88. |

  121. Outstanding Equity Awards at Fiscal Year-End

    | (2) The option became exercisable as to 25% of the total grant on each of March 15, 2023, 2024 and 2025 and will become exercisable as to 25% of the total grant on March 15, 2026. |

  122. Outstanding Equity Awards at Fiscal Year-End

    | (3) The option became exercisable as to 25% of the total grant on each of March 15, 2024, 2025 and will become exercisable as to 25% of the total grant on March 15, 2026 and 2027. |

  123. Outstanding Equity Awards at Fiscal Year-End

    | (4) The option became exercisable as to 25% of the total grant on March 15, 2025, and will become exercisable as to 25% of the total grant on March 15, 2026, 2027 and 2028. |

  124. Outstanding Equity Awards at Fiscal Year-End

    | (5) Represents restricted stock units awarded in 2022 that are scheduled to vest as to 25% of the shares on March 15, 2026; restricted stock units awarded in 2023 that are scheduled to vest as to 25% of the shares on each of March 15, 2026 and 2027; restricted stock units awarded in 2024 that are scheduled to vest as to 25% of the shares on each of March 15, 2026, 2027, and 2028; restricted stock units awarded in 2025 that are scheduled to |

  125. Outstanding Equity Awards at Fiscal Year-End

    | 64 | 2026 Proxy Statement | |

  126. Outstanding Equity Awards at Fiscal Year-End

    vest as to 25% of the shares on each of March 15, 2026, 2027, 2028, and 2029; in the case of Mr. Peterson, additional restricted stock units awarded in 2023 that are scheduled to vest as to one-third of the shares on March 15, 2026; and in the case of Mr. Fejes, additional restricted stock units awarded in 2025 that are scheduled to vest as to 25% of the shares on each of September 1, 2026, 2027, 2028, and 2029.

  127. Outstanding Equity Awards at Fiscal Year-End

    | (6) Results for the PSUs granted in 2024 and 2025 under the Key Executive Performance Stock Program cannot be determined at this time and so the amounts reflected in the column with respect to those programs are the target number of shares multiplied by the market price of our Common Stock on the NYSE on December 31, 2025. The selection of target amounts in this Outstanding Equity Award at Fiscal Year-End table does not indicate the expected achievement of any particular performance level as of the date of this Proxy Statement. The PSUs granted under the Key Executive Performance Stock Program will vest, if at all, based on the Company’s achievement of the specified criteria for the three fiscal year performance period (e.g., the performance period for PSUs granted on March 15, 2024 is January 1, 2024 to December 31, 2026), as determined by the Compensation Committee following completion of the performance period. The terms of the Key Executive Performance Stock Program are summarized above in the Compensation Discussion and Analysis. |

  128. Outstanding Equity Awards at Fiscal Year-End

    | 65 | 2026 Proxy Statement | |

  129. Options Exercised & Stock Vested

    Options Exercised & Stock Vested The following table sets forth information regarding the exercise of stock options and shares acquired upon vesting of stock awards by our NEOs during the year ended December 31, 2025.

  130. Options Exercised & Stock Vested

    | Name | Option awards | | Stock awards | | | | Number of shares acquired on exercise (#) | Value realized on exercise ($) (1) | Number of shares acquired on vesting (#) (2) | Value realized on vesting ($) (3) | | Balazs Fejes | — | — | 4,169 | $761,801 | | Jason Peterson | — | — | 7,501 | $1,370,658 | | Arkadiy Dobkin | 50,000 | $5,545,000 | 8,575 | $1,566,910 | | Viktar Dvorkin | 12,868 | $1,725,727 | 2,804 | $512,375 | | Larry Solomon | — | — | 2,804 | $512,375 | | Elaina Shekhter | — | — | 2,122 | $387,753 |

  131. Options Exercised & Stock Vested

    | (1) Calculated based on the closing market price of EPAM Common Stock on the trading day prior to the exercise date minus the exercise price. |

  132. Options Exercised & Stock Vested

    | (2) Represents gross number of shares acquired on vesting. EPAM’s practice is to withhold shares to satisfy the tax withholding requirement arising from the vesting of restricted stock units. |

  133. Options Exercised & Stock Vested

    | (3) Calculated based on the closing market price of EPAM Common Stock on the trading day prior to the vest date. |

  134. Potential Payments on Termination and Change of Control

    Potential Payments on Termination and Change of Control As described above, in 2025 we adopted the EPAM Systems, Inc. Executive Severance Plan to provide a standardized severance benefit for our executive officers, including our NEOs. Under this plan, upon termination by EPAM without cause or by the participant with good reason, the executive will receive: (i) a lump sum cash payment equal to the sum of then-current base salary plus target bonus; (ii) payment or reimbursement of the cost of COBRA (or comparable program) premiums for 12 months for the participants and his or her dependents; (iii) any earned but unpaid annual bonus in respect of the fiscal year ending prior to the year of termination; and (iv) acceleration of the vesting of the portion of the executive’s then-outstanding restricted stock unit awards that are subject only to time-based vesting requirements and that would otherwise vest within the 12 month period following termination. Upon termination by the Company without cause or by the executive officer with good reason, in either case within the period that is 3 months before and 12 months after a change in control, the executive officer will receive (a) a lump sum cash severance payment equal to 1.5 times (or for the CEO, two times) the sum of then-current base salary plus target bonus; (b) payment or reimbursement of the cost of COBRA (or comparable program) premiums for 18 months (for CEO, 24 months) for the executive officer and his or her dependents; (iii) any earned but unpaid annual bonus in respect of the fiscal year ending prior to the year of termination; and (d) acceleration of the vesting of 100% of the executive officer’s then-outstanding equity awards (provided that with respect to any award with vesting conditioned on performance metrics, the performance conditions will be deemed to be satisfied at the greater of target and actual performance unless otherwise set forth in the applicable award agreement). An executive officer who is retirement-eligible (including at least age 60 and 5 years of service, with the sum of age and tenure equal to at least 70) and undergoes a termination by the Company without cause or by the executive with good reason is eligible to receive the severance benefit. EPAM does not provide excise tax gross-ups to any of our NEOs, and the 2025 Long Term Incentive Plan expressly prohibits providing such gross-ups.

  135. Potential Payments on Termination and Change of Control

    | 66 | 2026 Proxy Statement | |

  136. Potential Payments on Termination and Change of Control

    The following table sets forth the amounts each named executive officer, then actively employed, would have been entitled to receive under the Executive Severance Plan if their employment had been terminated as of December 31, 2025.

  137. Potential Payments on Termination and Change of Control

    | | Termination Without Cause or With Good Reason (Without a Change of Control) (3) | | Termination Without Cause or With Good Reason within Three Months Before or Twelve Months After a Change of Control | | | Name | Cash Payment (2) | RSU Acceleration (1) | Cash Payment (2) | Equity Acceleration (1) | | Balazs Fejes | $1,579,505 | $1,484,151 | $3,159,009 | $7,766,386 | | Jason Peterson | $1,211,128 | $1,962,750 | $1,816,692 | $7,613,136 | | Arkadiy Dobkin | $1,938,143 | $2,618,366 | $2,907,214 | $15,358,624 | | Viktar Dvorkin | $958,090 | $851,891 | $1,437,135 | $4,618,610 | | Larry Solomon | $925,000 | $851,891 | $1,387,500 | $4,618,610 | | Elaina Shekhter | $849,765 | $641,070 | $1,274,647 | $3,466,160 |

  138. Potential Payments on Termination and Change of Control

    | (1) The value associated with the acceleration of outstanding stock options, RSUs, and PSUs is based on the closing market price of a share of our Common Stock on the NYSE on December 31, 2025, the last trading day of 2025, which was $204.88. |

  139. Potential Payments on Termination and Change of Control

    | (2) The amounts included in this column with respect to continued coverage under EPAM’s group health plans via payment or reimbursement of COBRA premium payments are calculated for 2026 based on the health, dental, and vision insurance coverage selected by the executive and his or her dependents, if any, in 2025 and do not include any changes in coverage, including adding or subtracting dependent coverage, change in health, dental, or vision coverage, or enrollment in mandatory health insurance plans. |

  140. Potential Payments on Termination and Change of Control

    | (3) A qualifying termination under the Executive Severance Plan does not include termination due to death or disability or due to voluntary retirement, both of which are addressed below under the sub-heading “Treatment of Equity Awards following Termination” |

  141. Pay Ratio

    Pay Ratio In accordance with the requirements of Section 953(b) of the Dodd-Frank Act and Item 402(u) of Regulation S-K (which we collectively refer to as the “Pay Ratio Rule”), we are providing the following information for 2025:

  142. Pay Ratio

    | • | the median of the annual total compensation of all our employees (other than our Chief Executive Officer) was $38,570; |

  143. Pay Ratio

    | • | the annualized total compensation of Balazs Fejes and Arkadiy Dobkin, each of whom served as CEO for a portion of 2025, on a proportional basis, was $7,170,205, and |

  144. Pay Ratio

    | • | the ratio of these two amounts was 186 to 1. |

  145. Pay Ratio

    Methodology for Identifying Our “Median Employee”

  146. Determining of Annual Total Compensation of our Median Employee and our CEO

    | | Summary Compensation Table Total (1) | | Compensation Actually Paid (1)(2) | | | | Value of Initial Fixed $100 Investment Based On: | | | | | Year | PEO Balazs Fejes | PEO Arkadiy Dobkin | PEO Balazs Fejes | PEO Arkadiy Dobkin | Average Summary Compensation Table Total for Non-PEO Named Executive Officers (1) | Average Compensation Actually Paid to Non-PEO Named Executive Officers (3) | Total Shareholder Return (4) | Peer Group Total Shareholder Return (5) | Net Income (in thousands) (6) | Annual Revenue Growth (7) | | 2025 | $5,244,588 | $8,133,013 | $4,629,411 | $7,177,878 | $3,112,359 | $2,528,884 | $57.17 | $258.38 | $377,678 | 15.4% | | 2024 | N/A | $9,046,642 | N/A | $2,256,961 | $4,190,576 | $1,339,977 | $110.21 | $299.72 | $454,533 | 0.8% | | 2023 | N/A | $7,545,130 | N/A | $5,251,802 | $4,026,838 | $4,783,721 | $140.15 | $219.40 | $417,083 | (2.8%) | | 2022 | N/A | $6,453,257 | N/A | ($13,933,984) | $2,888,776 | ($4,103,371) | $154.48 | $139.00 | $419,416 | 28.4% | | 2021 | N/A | $5,930,172 | N/A | $26,698,904 | $2,618,780 | $9,947,826 | $315.07 | $193.58 | $481,652 | 41.3% |

  147. Determining of Annual Total Compensation of our Median Employee and our CEO

    | (2) The amounts reported for Mr. Fejes and Mr. Dobkin represent the amount of “compensation actually paid,” as computed in accordance with Item 402(v) of Regulation S-K. The adjustments in the table below were made to Mr. Fejes’s and Mr. Dobkin’s total compensation for 2025 to determine the compensation actually paid. No dividends or other earnings were paid on stock or stock option awards in any of the covered fiscal years and no equity awards were cancelled due to a failure to meet vesting conditions. Please refer to the section “Pay Versus Performance” in our proxy statement filed April 9, 2025 for a description of the adjustments for Mr. Dobkin’s compensation as PEO in 2024, 2023, 2022, and 2021. |

  148. Determining of Annual Total Compensation of our Median Employee and our CEO

    | (3) The average Compensation Actually Paid to our NEOs that are not our CEO in each of 2021 through 2025, calculated as set forth in the table below and in accordance with SEC rules. No dividends or other earnings were paid on stock or option awards in any of the covered fiscal years and no equity awards were cancelled due to a failure to meet vesting conditions. The dollar amounts reflected in the Average Compensation Actually Paid to Non-PEO Named Executive Officers column of the table above do not reflect the actual amount of compensation earned by or paid to our NEOs during any of the applicable years. For information regarding the decisions made by our Compensation Committee about our NEO’s compensation for each fiscal year, please see the Compensation Discussion and Analysis section of this Proxy Statement and the proxy statements for each of the fiscal years covered in the table above. |