DEF 14A of NIQ Global Intelligence plc, Apr 9, 2026

DEF 14A of NIQ Global Intelligence plc

Filed Apr 9, 2026 · FY20250002054696-26-000009

Open on EDGAR
  1. A.Proposal No. 1—Election of Directors (Plurality Standard)

    A.Proposal No. 1—Election of Directors (Plurality Standard) A nominee will be elected as a director at the AGM by a plurality of the votes of the shares cast in person or represented by proxy at the meeting and entitled to vote on the election of directors. You may: •vote FOR all nominees; •vote FOR a particular nominee or nominees and AGAINST the other nominees; •vote AGAINST all nominees individually; or •ABSTAIN. Shares that abstain from voting and broker non-votes will not be included in the vote tally for the election of directors and will not affect the results of the vote.

  2. PROPOSAL NO. 1 - ELECTION OF DIRECTORS

    PROPOSAL NO. 1 - ELECTION OF DIRECTORS Our board of directors currently consists of twelve members. Based upon the recommendation of the nominating and corporate governance committee, our board of directors has nominated each of Gabriela Weiss, Racquel Harris Mason, Charlotte Simonelli, and Todd Lachman for election as Class I directors to serve a three-year term until the conclusion of the Company’s 2029 annual general meeting. Each of the director nominees is presently a director and has indicated a willingness to continue to serve as a director, if elected. Unless otherwise instructed, proxies will be voted “FOR” each director nominee. In the event that any of the director nominees is not a candidate or is unable to serve as a director at the time of the election (which is not currently expected), your proxy will be voted for any nominee who is designated by our board of directors to fill the vacancy.

  3. Information Regarding Directors

    Information Regarding Directors The following paragraphs provide biographical information as of April 9, 2026, including principal occupation and business experience during the last five years, for each director nominee. Information about the number of ordinary shares beneficially owned by each nominee for director appears below under the heading “Security Ownership of Certain Beneficial Owners and Management.” There are no family relationships between or among any of our executive officers or directors, including each nominee for director. Racquel Harris Mason, 56, has served on our board of directors since June 2021. Ms. Harris Mason served as the President of North America for LIPTON Teas and Infusions, an independent portfolio company of CVC Capital Partners and the world’s leading tea business, with brands like Lipton, TAZO, PG Tips, and Pukka from June 2023 to June 2025. Prior to Lipton, Ms. Harris Mason was the Global Chief Marketing Officer at Elanco Animal Health from 2020 to 2021. Ms. Harris Mason previously held roles at The Coca-Cola Company, including Senior Vice President and General Manager for the McDonald’s Division USA and Vice President of the Coca-Cola and Coke Zero brands. Ms. Harris Mason also previously held positions of increasing responsibility with Procter & Gamble, Johnson & Johnson, Ahold and Abbott Laboratories. Racquel also served on the board of directors of Beacon Roofing Supply, Inc. from 2023 to 2025. Ms. Harris Mason holds a Bachelor of Science degree in economics from The Wharton School at The University of Pennsylvania and an M.B.A. from The Kellogg School of Management at Northwestern University. We believe that Ms. Harris Mason is qualified to serve on our board of directors based on her extensive experience in the consumer products industry. Todd Lachman, 62, has served on our board of directors since March 2021. Mr. Lachman has served as the Chairman for the Board of Sauer Brands, Inc., a food products business, since February, 2025. Mr. Lachman is also the Founder of Sovos Brands, Inc., an Advent portfolio company, created with the purpose of acquiring, integrating, and growing one-of-a-kind brands. Mr. Lachman served as President and Chief Executive Officer of Sovos Brands, Inc., growing the business from start up in 2017, to public company in 2021, until its sale to The Campbell’s Company in March of 2024. Mr. Lachman previously served as Global President of Mars Petcare, President of Mars Chocolate North America and Latin America, and Executive Vice President of Del Monte Foods Company. He also held senior management roles at H.J. Heinz Company and Procter & Gamble. Mr. Lachman holds a Bachelor of Arts degree in economics from Colby College and an M.B.A. from Northwestern University. We believe Mr. Lachman is qualified to serve on our board of directors based on his extensive experience and leadership in the consumer products industry. Charlotte Simonelli, 54, has served on our board of directors since June 2021. Ms. Simonelli served as Executive Vice President, Chief Financial Officer and Treasurer of Anywhere Real Estate from March 2019 until January 2026. Ms. Simonelli previously served as Vice President, Chief Financial Officer of Medical Devices and Enterprise Supply Chain for Johnson & Johnson, Senior Vice President, Finance at Reckitt, Senior Director of Finance at Nabisco, Mondelez, and Finance Director at Pepsico. Ms. Simonelli holds an M.B.A. from the University of Chicago Graduate School of Business and a Bachelor of Science in accounting from the Rochester Institute of Technology. We believe Ms. Simonelli is qualified to serve on our board of directors based on her financial expertise and leadership for global businesses. Gabriela Weiss, 37, has served on our board of directors since August 2023. Ms. Weiss joined Advent in 2012 focusing on buyout and growth investments. Ms. Weiss has overseen Advent’s investments in multiple portfolio companies, including Aimbridge Hospitality, Allied S.A., Atmosfera, Dudalina, EBANX, Fleury S.A. and Prisma Medios de Pagos S.A. Ms. Weiss holds a Bachelor of Science degree in mechanical-aeronautical engineering from the Aeronautics Institute of Technology (ITA) and an M.B.A., from Harvard Business School. We believe that Ms. Weiss is qualified to serve on our board of directors based on her extensive investment experience in growth sectors and global businesses. “IT IS RESOLVED, by separate resolutions to re-elect the following four director nominees as Class I Directors for a term expiring at the conclusion of the 2029 annual general meeting: 1.Racquel Harris Mason; 2.Todd Lachman; 3.Charlotte Simonelli; and 4.Gabriela Weiss.” OUR BOARD OF DIRECTORS RECOMMENDS THAT THE SHAREHOLDERS VOTE “FOR” THE ELECTION OF EACH OF MS. HARRIS MASON, MR. LACHMAN, MS. SIMONELLI AND MS. WEISS TO SERVE UNTIL THE CONCLUSION OF THE 2029 ANNUAL GENERAL MEETING.

  4. Director Biographies

    Director Biographies

  5. Class I—Director Nominees for Election to Three-Year Terms Expiring in 2029

    Class I—Director Nominees for Election to Three-Year Terms Expiring in 2029 Racquel Harris Mason, 56, has served on our board of directors since June 2021. Ms. Harris Mason served as the President of North America for LIPTON Teas and Infusions, an independent portfolio company of CVC Capital Partners and the world’s leading tea business, with brands like Lipton, TAZO, PG Tips, and Pukka from June 2023 to June 2025. Prior to Lipton, Ms. Harris Mason was the Global Chief Marketing Officer at Elanco Animal Health from 2020 to 2021. Ms. Harris Mason previously held roles at The Coca-Cola Company, including Senior Vice President and General Manager for the McDonald’s Division USA and Vice President of the Coca-Cola and Coke Zero brands. Ms. Harris Mason also previously held positions of increasing responsibility with Procter & Gamble, Johnson & Johnson, Ahold and Abbott Laboratories. Racquel also served on the board of directors of Beacon Roofing Supply, Inc. from 2023 to 2025. Ms. Harris Mason holds a Bachelor of Science degree in economics from The Wharton School at The University of Pennsylvania and an M.B.A. from The Kellogg School of Management at Northwestern University. We believe that Ms. Harris Mason is qualified to serve on our board of directors based on her extensive experience in the consumer products industry. Todd Lachman, 62, has served on our board of directors since March 2021. Mr. Lachman has served as the Chairman for the Board of Sauer Brands, Inc., a food products business, since February, 2025. Mr. Lachman is also the Founder of Sovos Brands, Inc., an Advent portfolio company, created with the purpose of acquiring, integrating, and growing one-of-a-kind brands. Mr. Lachman served as President and Chief Executive Officer of Sovos Brands, Inc., growing the business from start up in 2017, to public company in 2021, until its sale to The Campbell’s Company in March of 2024. Mr. Lachman previously served as Global President of Mars Petcare, President of Mars Chocolate North America and Latin America, and Executive Vice President of Del Monte Foods Company. He also held senior management roles at H.J. Heinz Company and Procter & Gamble. Mr. Lachman holds a Bachelor of Arts degree in economics from Colby College and an M.B.A. from Northwestern University. We believe Mr. Lachman is qualified to serve on our board of directors based on his extensive experience and leadership in the consumer products industry. Charlotte Simonelli, 54, has served on our board of directors since June 2021. Ms. Simonelli served as Executive Vice President, Chief Financial Officer and Treasurer of Anywhere Real Estate from March 2019 until January 2026. Ms. Simonelli previously served as Vice President, Chief Financial Officer of Medical Devices and Enterprise Supply Chain for Johnson & Johnson, Senior Vice President, Finance at Reckitt, Senior Director of Finance at Nabisco, Mondelez, and Finance Director at Pepsico. Ms. Simonelli holds an M.B.A. from the University of Chicago Graduate School of Business and a Bachelor of Science in accounting from the Rochester Institute of Technology. We believe Ms. Simonelli is qualified to serve on our board of directors based on her financial expertise and leadership for global businesses. Gabriela Weiss, 37, has served on our board of directors since August 2023. Ms. Weiss joined Advent in 2012 focusing on buyout and growth investments. Ms. Weiss has overseen Advent’s investments in multiple portfolio companies, including Aimbridge Hospitality, Allied S.A., Atmosfera, Dudalina, EBANX, Fleury S.A. and Prisma Medios de Pagos S.A. Ms. Weiss holds a Bachelor of Science degree in mechanical-aeronautical engineering from the Aeronautics Institute of Technology (ITA) and an M.B.A., from Harvard Business School. We believe that Ms. Weiss is qualified to serve on our board of directors based on her extensive investment experience in growth sectors and global businesses.

  6. Class II—Directors with Terms Expiring in 2027

    Class II—Directors with Terms Expiring in 2027 Ralf Klein-Bölting, 63, has served on our board of directors since July 2023. Mr. Klein-Bölting has served as Executive Vice-President of NIM since 2009 and as acting President of NIM since July 2023. Mr. Klein-Bölting has a wide range of management and leadership experience in different industries and markets. Mr. Klein-Bölting began his career in the Petfood division of Mars Inc. and subsequently served as Managing Director or Board Member for Tchibo, Deutsche Bahn and OTTO. Mr. Klein-Bölting currently serves as chairman of the board of directors of MERA Petfoods, a German private company. Mr. Klein-Bölting holds an M.B.A. equivalent degree from the University of Münster, Germany. We believe that Mr. Klein-Bölting is qualified to serve on our board of directors based on his experience and understanding of our business through his leadership at NIM. Julien Lo, 34, has served on our board of directors since July 2023. Mr. Lo joined KKR in 2018 and is a member of the Healthcare and DACH industry and regional teams within KKR’s European Private Equity platform. Mr. Lo has been involved in the firm’s investments in Karo Healthcare, Immedica Pharma, Leonine, Coty and ProSiebenSat1. Prior to joining KKR, he worked in the investment banking division of J.P. Morgan in London. Mr. Lo holds an M.Sc./B.Sc. in business administration from University of Mannheim. We believe that Mr. Lo is qualified to serve on our board of directors based on his extensive investment experience in global companies, and his understanding of our business through his leadership at KKR. Christopher Pike, 56, has served on our board of directors since March 2021. Since January, 2026, Mr. Pike has worked as an assistant bookeeper for the Chatham Boat Company. Previously, Mr. Pike was a Special Partner at Advent from 1997 to 2025, where he focused on investments in the business and financial services and healthcare sectors. Prior to Advent, Mr. Pike held positions at Coopers & Lybrand in the business assurance and financial advisory services groups, providing M&A advisory services to clients in the financial, manufacturing and business services industries. Mr. Pike has overseen 21 Advent investments, including CCC Intelligent Solutions, Cotiviti, Genoa Healthcare, TransUnion, Worldpay and Xplor Technologies (formerly Clearent). Mr. Pike currently serves on the boards of directors of private companies Cotiviti Holdings, Inc. and Genoa Healthcare. Mr. Pike received Bachelor’s degrees in economics and Spanish from Amherst College. We believe Mr. Pike is qualified to serve on our board of directors based on his extensive experience managing investments in global industries. David Rawlinson, 50, has served on our board of directors since March 2021. David L. Rawlinson II has served as the President & Chief Executive Officer for QVC Group, Inc. since October 1, 2021. Mr. Rawlinson previously served as Chief Executive Officer of Nielsen Consumer LLC and President-Global Online Business at W. W. Grainger, Inc. Mr. Rawlinson serves on the board of directors of QVC Group, and MonotaRO Co., Ltd. and is a member of The Business Roundtable. Mr. Rawlinson holds a Bachelor’s degree in political science from The Citadel, a law degree from the University of South Carolina and an M.B.A. from Harvard Business School. We believe Mr. Rawlinson is qualified to serve on our board of directors based on his extensive understanding of our business through his leadership of our former parent organization and leadership of multiple global retail, entertainment and eCommerce businesses.

  7. Class III— Directors with Terms Expiring in 2028

    Class III— Directors with Terms Expiring in 2028 Christopher Egan, 49, has served on our board of directors since March 2021. Mr. Egan joined Advent in 2000 and is currently a Managing Partner. He previously worked at UBS Warburg in the financial sponsors group, advising leveraged buyout firms on acquisition financing, mergers and equity offerings across a variety of industries. Mr. Egan has overseen over 21 Advent investments, including Aditya Birla Capital, Cetip, Definitive Healthcare, Fisher Investments, LifeMiles, NielsenIQ, Prisma Medios de Pagos S.A., and Xplor Technologies (formerly Clearent and Transaction Services Group). Mr. Egan currently serves on the board of directors of Definitive Healthcare, and serves on the boards of directors of private companies, Nuvei Corporation, Xplor Technologies, and Heidrick & Struggles. Mr. Egan received a Bachelor’s degree in English from Dartmouth College. We believe that Mr. Egan is qualified to serve on our board of directors based on his experience on the boards of directors of other companies within the technology industry. Samuel Allen Hamood, 57, has served on our board of directors since March 2025. Mr. Hamood currently serves as President and Chief Operating Officer at Culligan International Co (“Culligan”), which he joined in August 2019. Prior to his time at Culligan, Mr. Hamood has over 30 years of Financial and Executive Leadership level experience for several global public and private companies, including: Deloitte and Touche, The Walt Disney Company, Hewlett Packard (formerly known as “EDS”), Trans Union, and select Private Equity assignments, including both CEO and CFO roles. Mr. Hamood also previously served on the board of directors at Culligan from 2016 to 2019, Finch Therapeutics from 2021 to 2022 and currently serves on the board of directors of Definitive Healthcare Corp., a public company. He previously served on both board of directors of AccentCare, Inc. from 2019 to 2025. Mr. Hamood is a Certified Public Accountant (inactive status), and he received his Bachelor of Business Administration in Finance at the University of Iowa, and his Juris Doctor from Southwestern University School of Law. Elizabeth Lempres, 65, has served on our board of directors since August 2024. Elizabeth C. Lempres serves as Senior Partner Emeritus at McKinsey & Company, a management consulting firm. Ms. Lempres joined McKinsey & Company in 1989 and held a variety of positions of increasing responsibility during her career including Senior Partner and Global Leader, Private Equity and Principal Investors from 2016 to 2017; and Senior Partner and Global Leader, Consumer Sector from 2010 to 2014. Prior to McKinsey & Company, she held positions in engineering-related fields at IBM and General Electric. Ms. Lempres serves on the boards of directors of General Mills, Inc. and Traeger, Inc. Ms. Lempres holds A.B. and B.E. degrees in engineering from Dartmouth College and received her M.B.A. from Harvard Business School. We believe Ms. Lempres is qualified to serve on our board of directors based on her substantial global consulting experience in the consumer products and retail sectors, and her experience leading global teams. James Peck, 61, has served as our Chief Executive Officer and Chairman of our board of directors since March 2021. Prior to joining NIQ, Mr. Peck was the Chief Executive Officer of TransUnion from 2012 to 2021, where he led the company’s transformation into a market leader in innovation, driven by organic growth programs, tech re-platforming and strategic transactions. Prior to TransUnion, Mr. Peck was Chief Executive Officer of LexisNexis Risk Solutions from 2004 to 2012. Mr. Peck serves on the board of directors of Sun Life Financial Inc., CCC Information Services Inc. and Neoway. Mr. Peck holds a Bachelor of Science degree in management from the University of Dayton and an M.B.A. from The Ohio State University. We believe Mr. Peck is qualified to serve on our board of directors based on his knowledge of our Company through his role as our Chief Executive Officer.

  8. Controlled Company

    Controlled Company The Company is a “controlled company” under the New York Stock Exchange corporate governance standards. As a controlled company, exemptions under standards will exempt us from certain corporate governance requirements, including the requirements: •that our board of directors be composed of a majority of “independent directors,” as defined under rules; •that the compensation committee be composed entirely of independent directors; and •that the nominating and corporate governance committee be composed entirely of independent directors. These exemptions do not modify the independence requirements for our audit committee, and we expect to satisfy the member independence requirement for the audit committee prior to the end of the transition period provided under the New York Stock Exchange listing standards and SEC rules and regulations for companies completing their IPO. An “independent” director is one who meets the qualification requirements for being an independent director under applicable laws and the corporate governance listing standards of the New York Stock Exchange, including the requirement that the board of directors must have affirmatively determined that the director has no material relationships with the Company, either directly or as a partner, shareholder or officer of an organization that has a relationship with the Company in order to be considered “independent.” To guide its determination as to whether or not a business or charitable relationship between the Company and an organization with which a director is so affiliated is material, the board of directors, or designated committee of the board of directors, may from time to time adopt categorical standards of independence.

  9. Leadership Structure of the Board of Directors

    Leadership Structure of the Board of Directors The board of directors does not have a formal policy regarding the separation of the roles of Chief Executive Officer and Chairman, as the board of directors believes that it is in the best interests of the Company to make that determination based on the direction of the Company and the current membership of the board of directors. Currently, Mr. Peck serves as our CEO and Chairman of the board of directors. The board of directors believes that this structure is appropriate for the Company due to Mr. Peck’s experience and stewardship of NIQ since being acquired from Nielsen Holdings Limited by an affiliate of Advent International, L.P., which was completed in March 2021 (the “2021 Carve-Out Transaction”). The board of directors believes that its programs for overseeing risk, as described under “Role of the Board of Directors in Risk Oversight,” would be effective under a variety of leadership frameworks. Accordingly, the board of directors’ risk oversight function did not significantly impact its selection of the current leadership structure.

  10. Director Nomination Process

    Director Nomination Process

  11. Board of Directors Membership Criteria

    Board of Directors Membership Criteria It is the policy of the board of directors that the composition of the board of directors at all times adhere to the standards of independence promulgated by the New York Stock Exchange and as further clarified above under “Director Independence.” The board of directors believes that each director should possess a combination of skills, professional experience and diversity of viewpoints necessary to oversee the Company’s business. Accordingly, the board of directors considers the qualifications of directors and director candidates individually and in the broader context of its overall composition and the Company’s current and future needs. In general, the board of directors does not have a policy limiting the number of other public company boards of directors upon which a director may sit. However, the number of other boards of directors (or comparable governing bodies), particularly with respect to public companies, on which a prospective nominee is a member, may be a factor considered by the board of directors in recommending any candidate for nomination. Although the board of directors does not impose a limit on outside directorships, it does recognize the substantial time commitments attendant to membership on the board of directors and expects that directors devote all such time as is necessary to fulfill their accompanying responsibilities, both in terms of preparation for, and attendance and participation at, meetings.

  12. Identification and Evaluation of Nominees for Directors

    Identification and Evaluation of Nominees for Directors The nominating and corporate governance committee identifies individuals qualified to become members of the board of directors and recommends director nominees to the board of directors for the next annual meeting of shareholders. In order to fulfill its role, the nominating and corporate governance committee has the sole authority to retain and terminate a search firm to assist in the identification of director candidates, including the authority to approve the search firm’s fees and other retention terms. Shareholders may also nominate persons to be elected as directors in accordance with our Articles of Association and applicable law, including providing notice that sets forth information required by Rule 14a-19, as described under “Shareholder Proposals for Our 2027 Annual General Meeting.”

  13. Indemnification of Directors and Officers; Insurance

    Indemnification of Directors and Officers; Insurance To the fullest extent permitted by Irish law, our Articles of Association confer an indemnity on our directors and officers. However, this indemnity is limited by the Irish Companies Act, which prescribes that an advance commitment to indemnify only permits a company to pay the costs or discharge the liability of a director or company secretary where judgment is given in favor of the director or company secretary in any civil or criminal action in respect of such costs or liability, or where an Irish court grants relief because the director or company secretary acted honestly and reasonably and ought fairly to be excused. Any provision whereby an Irish company seeks to commit in advance to indemnify its directors or company secretary over and above the limitations imposed by the Irish Companies Act will be void under Irish law, whether contained in its Articles of Association or any contract between the Company and the director or company secretary. This restriction does not apply to our executives who are not directors, the company secretary or other persons who would be considered “officers” within the meaning of that term under the Irish Companies Act. Our Articles of Association also contain indemnification and expense advancement provisions for persons who are not directors or our company secretary. We are permitted under our Articles of Association and the Irish Companies Act to take out directors’ and officers’ liability insurance, as well as other types of insurance, for our directors, officers, employees and agents. Additionally, we and certain of our subsidiaries entered into agreements to indemnify our directors to the maximum extent allowed under applicable law. These agreements, among other things, provide that we will indemnify our directors for certain expenses (including attorneys’ fees), judgments, fines and settlement amounts reasonably incurred by such person in any action or proceeding, including any action by or in our right, on account of any services undertaken by such person on our behalf or that person’s status as our director.

  14. Executive Summary

    Executive Summary Our executive compensation programs are intended to align the interests of our executives, shareholders, and other stakeholders by rewarding our named executive officers for the achievement of strategic goals that successfully impact our operations and business results and, thereby, enhance shareholder value. The primary components of our executive compensation program for our named executive officers are base salary, cash bonuses under our annual incentive plan, and long-term incentive awards. For 2025, the long-term incentive awards consisted of time- and performance-based profits interests and time-based restricted share units.

  15. Compensation Philosophy and Objectives

    Compensation Philosophy and Objectives We strive to provide a competitive reward package that drives our high-performance culture, is aligned with the Company’s operational and financial goals, and delivers value to our shareholders. Our elements and levels of compensation are market-based and are designed to attract, motivate, reward, and retain great talent. Consistent with our global total rewards philosophy, our executive compensation programs take into account the following goals: •Externally Competitive: We believe that market-competitive compensation is essential to hiring and retaining great talent. We compare our named executive officers’ compensation to market median benchmarking data as one factor in the compensation review process. We also consider individual factors such as skill level, experience, performance, and talent-market supply and demand. •Pay for Performance: We aim to provide incentives that reward executives for achieving goals and driving business outcomes that are aligned with our Company’s business strategy, without creating a motivation for undue risk. NIQ’s cash annual incentive plan presents opportunities for executives to earn compensation based on Company performance. Our long-term incentive program also rewards Company performance, with the value of awards linked to our equity value and certain awards having performance-based vesting terms. •Transparency and Feasibility: We believe that clarity fosters trust and engagement, which is why we prioritize clear communication to executives in our decision-making processes and plan designs. We also strive to ensure that our compensation and benefits packages are structured in a way that maintains our organization’s financial health and operational efficiency.

  16. Role of the Compensation Committee

    Role of the Compensation Committee Our compensation committee oversees and approves decisions for our executive compensation programs. The compensation committee considers the views and recommendations of management, particularly those of our CEO, Chief Human Resources Officer, and CFO. Among other things, our CEO makes recommendations regarding annual base salary levels, annual incentive targets, actual annual incentive payouts, and long-term incentive grant amounts for our senior executives (other than for himself) and provides feedback to our compensation committee on executive performance. Our compensation committee held six meetings in fiscal 2025 to discuss executive compensation matters.

  17. Role of the Compensation Consultant

    Role of the Compensation Consultant We have engaged Meridian Compensation Partners, LLC (“Meridian”) to serve as an independent advisor to our compensation committee on executive compensation matters. Meridian has provided guidance to the compensation committee for fiscal 2023, fiscal 2024, and fiscal 2025 regarding the amount and types of compensation that we provide to our executives and directors and on other compensation-related matters. The compensation committee assesses the independence of Meridian annually and, based on its latest review in November 2025, has concluded that no conflict of interest exists that would prevent Meridian from independently advising the compensation committee.

  18. Compensation Peer Group

    Compensation Peer Group In fiscal 2023, the compensation committee engaged Meridian to conduct an analysis of potential peer companies for fiscal 2024 and develop a recommended peer group for the purpose of benchmarking executive compensation decisions for fiscal 2024. After approving the peer group, the compensation committee assessed our senior executives’ (including our named executive officers’) compensation against the executive pay in the peer group, as well as other market data. In developing this peer group, Meridian and the compensation committee considered several factors, including: •Industry: Companies operating within a similar industry and operational scope, primarily focused on Information Services. •Global Operations: Companies with a strong global/international presence. •Size: Companies within a comparable size range, primarily focusing on revenue, with market capitalization as a secondary reference point. In November 2024, Meridian refreshed the analysis, and the compensation committee approved the same peer group for fiscal 2025 as had been approved in February 2024, which includes the following companies:

  19. Compensation Peer Group

    | Broadridge Financial Solution, Inc. | Clarivate Plc | CoStar Group, Inc. | | Dun & Bradstreet Holdings, Inc. | Equifax Inc. | Experian Plc | | FactSet Research Systems Inc. | FTI Consulting, Inc. | Gartner, Inc. | | Global Payments Inc. | KBR, Inc. | Morningstar, Inc. | | MSCI Inc. | RELX Plc | Thomson Reuters Corporation | | TransUnion | Verisk Analytics, Inc. | Wolters Kluwer N.V. |

  20. Base Salary

    Base Salary Base salary is one component of our named executive officers’ cash compensation and is determined by the contributions each executive is expected to make and the specific requirements for each executive’s role. As part of our compensation philosophy, we consider how a named executive officer’s base salary contributes to the executive’s total target compensation and the position of the base salary relative to the market and our peer group. Each year, the compensation committee evaluates the performance of the CEO and other named executive officers based on input from the CEO (except for his own compensation) and assesses current market conditions and market benchmarking data from Meridian and other sources. Based on their evaluation of our named executive officers’ performance and their assessment of current market conditions, the compensation committee determines the executives’ base salaries and other compensation components each year, with an emphasis on allocating more of their target compensation toward incentive-based compensation, in order to create strong alignment between the executives’ pay and the Company’s performance. The CEO may recommend a base salary change for a named executive officer when supported by strong individual performance or external market data or if made in connection with an executive promotion. For fiscal 2025, NIQ increased the base salary of Mr. Burwell to better align his salary with executives with similar roles in our peer group and to reflect his contributions to NIQ. For our named executive officers other than Mr. Burwell, the salaries in fiscal 2025 remained the same as in fiscal 2024. The 2025 base salaries for our named executive officers are as follows:

  21. Annual Incentive Plan (AIP)

    Annual Incentive Plan (AIP) The NIQ Annual Incentive Plan (“AIP”) is a cash bonus plan designed to reward our named executive officers and other employees based on the achievement of short-term financial objectives. All of our named executive officers participate in the AIP. In February of each year, the compensation committee reviews NIQ’s prior-year performance and current-year goals, and it sets the performance metrics and targets and payout tables for the then-current performance year. Following the conclusion of the year, the compensation committee assesses NIQ’s performance against the approved performance metrics to determine the funding of the AIP pool for the performance year. Funding of the pool is formulaic based on the payout tables approved by the compensation committee at the beginning of the year for each AIP performance metric. 2025 AIP Metrics and Targets For the 2025 performance year (which runs concurrently with fiscal 2025), the compensation committee selected the following financial performance metrics and weightings for the funding of the AIP pool: (i) “AIP Adjusted EBITDA” (weighted at 40%) represents the Company’s internally reported EBITDA used in management reporting and approved by the compensation committee. This metric excludes depreciation and amortization; is calculated using budgeted foreign exchange rates; and incorporates any adjustments approved by the compensation committee. Accordingly, AIP Adjusted EBITDA may differ from the Adjusted EBITDA presented in the financial statements included in the 2025 Annual Report. (ii) “AIP Revenue” (weighted at 40%) represents the Company’s internally reported revenue results as used in management reporting and approved by the compensation committee. This metric is calculated using budgeted foreign exchange rates and incorporates any adjustments approved by the compensation committee. Accordingly, AIP Revenue may differ from the revenue presented in the financial statements included in the 2025 Annual Report. (iii) “AIP Free Cash Flow” (weighted at 20%) represents the Company’s internally reported measure of free cash flow, beginning with AIP Adjusted EBITDA and then deducting capital expenditures, operating transformation and similar items, and changes in net working capital. This metric is calculated using budgeted foreign exchange rates for internally reported EBITDA and incorporates any adjustments approved by the compensation committee, while changes in net working capital are reflected at actual exchange rates. Accordingly, AIP Free Cash Flow may differ from the Free Cash Flow presented in the financial statements included in the 2025 Annual Report. The metrics defined in (i), (ii), and (iii) represent a balance of top- and bottom-line performance in alignment with NIQ’s short-term objectives. The funding of the AIP pool increases or decreases for achievement above or below the target performance level on a linear basis, from a minimum threshold funding of 0% to a maximum funding level of 200%. The ranges of threshold to maximum achievement levels in 2025 were 95% to 105% of target performance for the AIP Adjusted EBITDA metric, 75% to 125% of target performance for the AIP Free Cash Flow metric, and 94% to 106% of target performance for the AIP Revenue metric. The compensation committee makes further adjustments when determining AIP pool funding, specifically to add back interest expense, net, and income tax expense from continuing operations. Each named executive officer has been assigned a target AIP opportunity based on the compensation committee’s evaluation of the executive’s duties and responsibilities and taking into account the external market data for the executive’s role. Similar to base salaries, the compensation committee reviews the AIP target amounts for all named executive officers annually based on market and peer data and input from Meridian. For fiscal 2025, NIQ increased the AIP target dollar amounts for three of our named executive officers, Mr. Peck, Mr. Burwell, and Ms. Massey. The targets for our other named executive officers for fiscal 2025 remained the same as those for fiscal 2024. The AIP targets for our named executive officers for fiscal 2025 are as follows:

  22. Annual Incentive Plan (AIP)

    | Named Executive Officer | 2025 Target AIP Opportunity (% of Salary) | 2025 Target AIP Opportunity ($) | | James Peck | 175% | $1,750,000 | | Michael Burwell | 100% | $700,000 | | Tracey Massey | 110% | $1,100,000 | | Steen Lomholt-Thomsen | 100% | $514,975 | | Shaun Zitting | 100% | $465,000 |

  23. Annual Incentive Plan (AIP)

    2025 AIP Performance and Payouts Following the end of each performance year, the compensation committee reviews the final Company performance results against the approved metrics and targets in order to determine the AIP pool funding. For the 2025 performance year, the compensation committee approved select adjustments to the financial targets and associated threshold/maximum goals in connection with adjustments with respect to trade and barter transactions, and to account for updated foreign exchange rates in fiscal 2025. Provided in the table below are the metrics, weightings, targets, actual performance, and resulting pool funding, as determined by the compensation committee, for the fiscal 2025 AIP.

  24. Annual Incentive Plan (AIP)

    | Metric | Weighting | Threshold (0% Payout) | Target (100% Payout) | Max (200% Payout) | 2025 Actual Performance | 2025 Payout % | | AIP Adjusted EBITDA ($M) | 40% | $830 | $873 | $917 | $866 | 84% | | AIP Revenue ($M) | 40% | $3,831 | $4,075 | $4,320 | $4,042 | 87% | | AIP Free Cash Flow ($M) | 20% | $312 | $416 | $521 | $410 | 94% | | Total | 100% | - | - | - | - | 87% |

  25. Annual Incentive Plan (AIP)

    After determining the AIP pool funding for each performance year, the compensation committee reviews and approves the individual AIP payouts for each named executive officer. Based on the final 2025 AIP funding, the compensation committee approved the following AIP payouts for our named executive officers:

  26. Annual Incentive Plan (AIP)

    | Named Executive Officer | Target AIP Opportunity ($) | 2025 AIP Funding (%) | 2025 AIP Payout ($) | | James Peck | $1,750,000 | 87% | $1,522,500 | | Michael Burwell | $700,000 | 87% | $609,000 | | Tracey Massey | $1,100,000 | 87% | $957,000 | | Steen Lomholt-Thomsen | $514,975 | 87% | $448,028 | | Shaun Zitting | $465,000 | 87% | $404,550 |

  27. Long-Term Incentive Awards

    Long-Term Incentive Awards Long-Term Incentive Awards Prior to Initial Public Offering Prior to our initial public offering, long-term incentive awards were granted to our named executive officers under our 2021 Equity Incentive Plan and the 2021 Equity Incentive Plan of AI PAVE (Luxembourg) Management & Cy SCSp (i) in the form of profits interests, which allowed participants to share in increases in the equity value of AI PAVE DUTCHCO I B.V., and (ii) in the form of restricted units, which allowed participants to share in the equity value of AI PAVE DUTCHCO I B.V. Our practice had been to grant larger upfront awards with vesting conditions that extend over multiple years, typically three to five years. These awards were intended to attract and retain key employees, including our named executive officers, through a liquidity event. Equity awards were granted with a combination of time- and performance-based vesting, with 3/7 of each award vesting in quarterly installments over the vesting period (with most awards subject to a 25% cliff vest after the first year) subject only to continued service, and the remaining 4/7 of each award vesting upon a liquidity event based on Advent’s return on its aggregate invested capital (“MOIC”), subject to continued service through the liquidity event. The portion of each award subject to time-based vesting would vest in full upon a change of control, subject to the participant’s continued service with the Company through the change of control. Mr. Peck’s long-term incentive awards were in the form of Class B Shares of AI PAVE DUTCHCO I B.V. The long-term incentive awards held by Mr. Burwell, Ms. Massey, and Ms. Zitting were based on Class C Shares of AI PAVE DUTCHCO I B.V. that were granted to a management aggregator, AI PAVE (Luxembourg) Management & Cy SCSp, which, in turn, granted incentive units to each of the executives (and, for Ms. Massey and Ms. Zitting, also restricted units in respect of Class C Shares). The long-term incentive awards held by Mr. Lomholt-Thomsen were in the form of phantom units that tracked the value of Class C Shares of AI PAVE DUTCHCO I B.V and had vesting terms that generally tracked the time- and performance-based vesting terms described above for our other named executive officers’ awards. In November 2024, the compensation committee approved a resolution that all phantom units of AI PAVE DUTCHCO I B.V., including those held by Mr. Lomholt-Thomsen, would be settled in the form of shares of ordinary shares upon their applicable settlement dates. Treatment of Long-Term Incentive Awards in Connection with our Initial Public Offering In connection with our initial public offering: (i) the vested portion of our named executive officers’ long-term incentive awards converted into unrestricted ordinary shares of the public company (or in the case of the phantom awards, units that track the value of such shares); (ii) the unvested portion of long-term incentive awards with time-based vesting converted into restricted ordinary shares of the public company (or in the case of the phantom awards, units that track the value of such shares) that are eligible to continue to vest on the original time-based vesting schedule (including with acceleration upon a change in control); provided, that any phantom awards will be settled on the second anniversary of our initial public offering to the extent then vested, or upon vesting for anything that vests following such second anniversary; and (iii) other than for Mr. Peck, the portion of long-term incentive awards with performance-based vesting that had not vested through the initial public offering converted into restricted ordinary shares of the public company (or in the case of the phantom awards, units that track the value of such shares) subject to time-based vesting, with such public company shares (or phantom units) eligible to vest based on the remaining time-based vesting schedule that would have applied had such shares (or phantom units) been granted as time-based incentive units. However, if the then-remaining time-vesting term of the former performance-based incentive awards was less than two years, the restricted ordinary shares (or phantom units) will vest in two equal annual installments on the first and second anniversaries of the initial public offering. Mr. Peck’s long-term incentive awards that are subject to time-based vesting vested in full in connection with our initial public offering, and his performance-based vesting awards converted into restricted ordinary shares of the public company that continue to be eligible to vest based on Advent’s MOIC, as described above. Long-term Incentive Awards Following our Initial Public Offering In connection with our initial public offering, our board of directors adopted the NIQ Global Intelligence plc 2025 Equity Incentive Plan (the “2025 Plan”). Following our initial public offering, all equity-based awards are granted under our 2025 Plan. In 2025, time-based restricted share units were granted to our named executive officers (other than Mr. Peck), which vest over a period of four years, subject to continued employment, with 25% of each award vesting on each anniversary of the award date. Unvested awards are generally forfeited if the award recipient resigns or if the award recipient’s employment is terminated by the Company, but if employment is terminated by the Company without cause or by the award recipient for good reason, in either case following a change in control, or due to the award recipient’s death or disability, the unvested units may partially or fully vest depending on the reason for separation of employment.

  28. Employment Agreements

    Employment Agreements Employment Agreement with James Peck. In February 2025, we entered into an employment agreement with Mr. Peck providing for his continued employment as CEO, which supersedes Mr. Peck’s prior employment agreement with us. Pursuant to this agreement, Mr. Peck is entitled to receive a base salary of $1,000,000 per year and an annual bonus with a target of 175% of base salary and a maximum bonus of 350% of base salary. If Mr. Peck’s employment is terminated by us without Cause (as defined in his employment agreement) or by Mr. Peck for Good Reason (as defined in his employment agreement), Mr. Peck would be entitled to continued payment of his then-current base salary for 18 months following his employment termination date. In addition, Mr. Peck would be entitled to receive any severance benefits he would be eligible to receive pursuant to the Legacy U.S. Executive Severance Policy (as further described below), except to the extent such benefits are duplicative of benefits otherwise provided to him under his employment agreement. On any termination of his employment for any reason, Mr. Peck is also entitled to receive any annual bonus or other bonus earned but unpaid as of his employment termination date. Offer Letter with Michael Burwell In November 2022, we entered into an offer letter agreement with Mr. Burwell providing for his employment as our Chief Financial Officer. Pursuant to his offer letter, Mr. Burwell is entitled to receive a base salary of $650,000 per year and an annual bonus with a target of $650,000 and a maximum bonus of 200% of his target award. Additionally, Mr. Burwell’s offer letter provides that he will be recommended for an equity incentive award grant, which award was granted to Mr. Burwell in the form of incentive units of AI PAVE (Luxembourg) Management & Cy SCSp. Mr. Burwell’s offer letter also entitles him to (i) a cash signing bonus of $250,000, which was paid to him following his start date, and (ii) a cash bonus of $600,000 that was payable following a successful initial public offering and was paid to him in August 2025. Mr. Burwell is eligible to participate in the Company’s broad-based benefit programs for U.S. employees and in all benefits currently offered to our senior management team. Mr. Burwell is also entitled to reimbursement of financial planning and tax preparation services up to $15,000 per year. Offer Letter and Separation Agreement with Tracey Massey In March 2022, we entered into an offer letter agreement with Ms. Massey providing for her employment as our Chief Operating Officer. Pursuant to her offer letter, Ms. Massey is entitled to receive a base salary of $1,000,000 per year and an annual bonus with a target of $823,000 and a maximum bonus of 200% of her target award. Additionally, Ms. Massey’s offer letter provides that she will be recommended for an equity incentive award grant, which award was granted to Ms. Massey in the form of incentive units of AI PAVE (Luxembourg) Management & Cy SCSp. Ms. Massey’s offer letter also entitles her to a cash signing bonus of $4,000,000, one half of which was paid to her in three installments following her start date. The remaining half of Ms. Massey’s signing bonus was paid to her in cash of March 2023 and, under the terms of her offer letter, Ms. Massey would reinvest the after-tax portion of such amount in equity of the Company upon the commencement of our next co-investment offering window (which did not occur prior to our initial public offering and the termination of the co-investment program). Ms. Massey’s signing bonus was subject to clawback had Ms. Massey resigned her employment without Good Reason or had her employment been terminated for Cause (as each term is defined in the Legacy U.S. Executive Severance Policy), in either case, prior to the second anniversary of her start date. Ms. Massey is eligible to participate in the Company’s broad-based benefit programs for U.S. employees and in all benefits currently offered to our senior management team. Ms. Massey is also entitled to reimbursement of financial planning and tax preparation services up to $15,000 per year. As described further below under “–Potential Payments Upon Termination or Change in Control”, on January 30, 2026, Ms. Massey ceased to serve as our Chief Operating Officer and transitioned to the role of Advisor to the CEO. In connection with this transition, we entered into a Transition and Separation Agreement with Ms. Massey, which provided that: (i) Ms. Massey will continue to receive her base salary and participate in our employee benefit plans through September 30, 2026 (the “Massey Separation Date”); (ii) Ms. Massey will receive a severance payment of $1,938,993, payable over 12 months following the Massey Separation Date, representing 12 months of her current base salary and her average annual bonus paid over the past three years; (iii) Ms. Massey was paid her 2025 annual bonus and will be paid a pro rata portion of her target 2026 annual bonus in fiscal 2027, (iv) we will subsidize Ms. Massey’s medical, dental and vision benefits for up to 12 months if she elects to continue coverage through COBRA; (v) each outstanding long-term incentive award held by Ms. Massey will remain outstanding and eligible to vest through September 30, 2027; (vi) we will provide outplacement services for up to 12 months; and (vii) we will reimburse Ms. Massey for up to $25,000 in legal expenses related to the negotiation of the Transition and Separation Agreement. Ms. Massey’s Transition and Separation Agreement also provides for, among other things, a release of claims by Ms. Massey in favor of us and our affiliates and confidentiality, non-solicitation, non-competition and non-disparagement obligations, in addition to those continuing restrictive covenant obligations applicable to Ms. Massey under her existing employment and equity award documents. Employment Agreement with Steen Lomholt-Thomsen

  29. Employment Agreements

    In September 2024, we entered into an employment agreement with Mr. Lomholt-Thomsen providing for his employment as Chief Commercial Officer. Pursuant to this agreement, Mr. Lomholt-Thomsen is entitled to receive a base salary of DKK 3,400,000 per year, an annual bonus with a target of DKK 3,400,000 and a maximum bonus of 200% of his target award, and a monthly car allowance of DKK 9,200. Additionally, we entered into an offer letter agreement with Mr. Lomholt-Thomsen which provides that he will be recommended for an equity incentive award grant, which award was granted to Mr. Lomholt-Thomsen in the form of phantom units that tracked the value of Class C Shares of AI PAVE DUTCHCO I B.V. The offer letter agreement further provides that we will pay various costs assigned with Mr. Lomholt-Thomsen’s assignment Switzerland for a period of up to 36 months, with covered costs including temporary housing for 60 days, certain relocation costs, including a one-time relocation payment of DKK 68,000 (grossed-up for applicable taxes), an annual cost of living adjustment (COLA) of CHF 28,061 (grossed-up for any applicable taxes) to be paid in monthly installments and adjusted as needed based on economic changes in Denmark and Switzerland, an annual housing allowance not to exceed CHF 78,000 (grossed-up for any applicable taxes) and associated annual utilities of CHF 6,600 (grossed-up for any applicable taxes), tax preparation services, tax equalization, participation in our expatriate medical program, annual home leave travel costs for Mr. Lomholt-Thomsen or his spouse/partner of up to DKK 40,000. If Mr. Lomholt-Thomson relocates back to Denmark, we will pay for certain repatriation costs including airfare for Mr. Lomholt-Thomsen and his spouse/partner. If Mr. Lomholt-Thomsen’s employment is terminated by us without cause, Mr. Lomholt-Thomsen would be entitled to receive an amount equal to his base salary plus the average of his annual bonus amounts earned under the annual incentive plan for the three fiscal years preceding the date of termination, plus any statutorily required payments during any required notice period. Offer Letter with Shaun Zitting In June 2021, we entered into an offer letter with Ms. Zitting providing for her employment as our Chief Human Resources Officer. Pursuant to her offer letter, Ms. Zitting is entitled to receive a base salary of $465,000 per year and an annual bonus with a target of 100% of her base salary and a maximum bonus of 200% of her target award. Additionally, Ms. Zitting’s offer letter provides that she will be recommended for an equity incentive award grant, which award was granted to Ms. Zitting in the form of incentive units of AI PAVE (Luxembourg) Management & Cy SCSp. Ms. Zitting’s offer letter also entitles her to a signing bonus of $2,700,000, of which $2,200,000 was paid to Ms. Zitting in cash in three installments following her start date and $500,000 of which was issued to her in the form of Class A Units of AI PAVE (Luxembourg) Management Co-Investment & Cy S.C.Sp with an equivalent after-tax value. Ms. Zitting is eligible to participate in the Company’s broad-based benefit programs for U.S. employees and in all benefits currently offered to our senior management team. Ms. Zitting is also entitled to reimbursement of financial planning and tax preparation services up to $15,000 per year.

  30. Summary Compensation Table

    Summary Compensation Table The following table provides information regarding the compensation earned by our named executive officers for fiscal 2025.

  31. Summary Compensation Table

    | Name and Principal Position | Year | Salary ($)(1) | Bonus ($)(2) | Equity Awards ($)(3) | Non-Equity Incentive Plan Compensation ($)(4) | All Other Compensation ($)(5) | Total ($) | | James Peck Chief Executive Officer | 2025 | 1,000,000 | — | — | 1,522,500 | 101,117 | 2,623,617 | | | 2024 | 1,000,000 | — | 4,168,954 | 1,890,000 | 218,702 | 7,277,656 | | Michael Burwell Chief Financial Officer | 2025 | 690,385 | 600,000 | 7,000,007 | 609,000 | 36,217 | 8,935,608 | | | 2024 | 650,000 | — | — | 819,000 | 22,910 | 1,491,910 | | Tracey Massey Former Chief Operating Officer | 2025 | 1,000,000 | — | 10,012,374 | 957,000 | 43,632 | 12,013,006 | | | 2024 | 1,000,000 | — | — | 1,036,980 | 30,252 | 2,067,232 | | Steen Lomholt-Thomsen Chief Commercial Officer | 2025 | 514,975 | — | 3,551,502 | 448,028 | 151,263 | 4,665,768 | | Shaun Zitting Chief Human Resources Officer | 2025 | 465,000 | — | 1,854,690 | 404,550 | 38,500 | 2,762,739 | | | 2024 | 465,000 | — | — | 585,900 | 18,334 | 1,069,234 |

  32. Summary Compensation Table

    (1)Amounts reported in this column for 2025 reflect the base salaries paid to each named executive officer in fiscal 2025. (2)Amount reported in this column for 2025 reflects a cash bonus paid to Mr. Burwell following our initial public offering, per the terms of Mr. Burwell’s offer letter. (3)Amount reported in this column for 2025 reflects the grant date fair value of (1) restricted share units (or, in the case of Mr. Lomholt-Thomsen, phantom units) of AI PAVE DUTCHCO I B.V granted under our 2021 Equity Incentive Plan prior to our initial public offering in fiscal 2025, and (2) restricted share units of NIQ Global Intelligence plc granted under our 2025 Plan following our initial public offering in fiscal 2025, computed in accordance with FASB ASC Topic 718. Refer to Note 16 “Share-Based Compensation” to our audited consolidated financial statements for the year ended December 31, 2025. Amount reported for Mr. Peck in this column for 2024 reflects a correction to the grant date fair value erroneously reported for Mr. Peck in the Summary Compensation Table included in our Registration Statement on Form S-1 filed with the Securities and Exchange Commission on July 22, 2025. (4)Amounts reported in this column represent cash incentive payments to our named executive officers for fiscal 2025 under the AIP. (5)All Other Compensation for fiscal 2025 includes:

  33. Summary Compensation Table

    | Name | Reimbursement of Professional Advisor Expenses ($) | Company Contributions to 401(k) Plan ($) | Digital Privacy and Security Monitoring ($) | Car Allowance ($) | Temporary Housing and Utilities Allowances ($) | Cost of Living Adjustment ($) | Other ($) | Total | | James Peck | 82,440 | 8,077 | 8,400 | — | — | — | 2,200 | 101,117 | | Michael Burwell | 17,317 | 10,500 | 8,400 | — | — | — | — | 36,217 | | Tracey Massey | 24,732 | 10,500 | 8,400 | — | — | — | — | 43,632 | | Steen Lomholt-Thomsen | 12,560 | — | — | 16,722 | 79,163 | 34,516 | 8,302 | 151,263 | | Shaun Zitting | 23,357 | 6,742 | 8,400 | — | — | — | — | 38,500 |

  34. Grants of Plan-Based Awards Table for Fiscal 2025

    Grants of Plan-Based Awards Table for Fiscal 2025 The following table provides information regarding the non-equity incentive plan awards, payable in the form of annual cash bonuses under the AIP, for which named executive officers were eligible in fiscal 2025, and the equity awards granted in fiscal 2025 to our named executive officers.

  35. Grants of Plan-Based Awards Table for Fiscal 2025

    | Name | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards(1) | | | Estimated Potential Payouts Under Equity Incentive Plan Awards | | | All Other Equity Awards: Number of Shares or Units (#) | Grant Date Fair Value of Shares or other Equity Awards ($)(2) | | | Grant Date | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#)(2) | Maximum (#)(3) | | | | James Peck | | — | 1,750,000 | 3,500,000 | — | — | — | — | — | | Michael Burwell | | — | 700,000 | 1,400,000 | — | — | — | — | — | | | 8/20/2025 | — | — | — | — | — | — | 405,093 | 7,000,007 | | Tracey Massey | | — | 1,100,000 | 2,200,000 | — | — | — | — | — | | | 5/21/2025 | — | — | — | | 173,701 | | 130,258 | 5,612,367 | | | 8/20/2025 | — | — | — | — | — | — | 254,630 | 4,400,006 | | Steen Lomholt-Thomsen | | — | 514,975 | 1,029,950 | — | — | — | — | — | | | 2/6/2025 | — | — | — | — | 1,498 | — | 1,126 | 51,507 | | | 8/20/2025 | — | — | — | — | — | — | 202,546 | 3,499,995 | | Shaun Zitting | | — | 465,000 | 930,000 | — | — | — | — | — | | | 5/21/2025 | — | — | — | | 40,047 | | 30,070 | 1,294,697 | | | 8/20/2025 | — | — | — | — | — | — | 32,407 | 559,993 |

  36. Grants of Plan-Based Awards Table for Fiscal 2025

    (1)Represents the threshold, target, and maximum payout opportunities for each of our named executive officers for fiscal 2025 under the AIP. The actual amount paid to each named executive officer under the AIP is reported as Non-Equity Incentive Plan Compensation in the “Summary Compensation Table.” (2)Amount reported in this column reflects the grant date fair value of (1) restricted share units (or, in the case of Mr. Lomholt-Thomsen, phantom units) of AI PAVE DUTCHCO I B.V granted under our 2021 Equity Incentive Plan prior to our initial public offering in fiscal 2025, and (2) restricted share units of NIQ Global Intelligence plc granted under our 2025 Plan following our initial public offering in fiscal 2025, computed in accordance with FASB ASC Topic 718. Refer to Note 16 “Share-Based Compensation” to our audited consolidated financial statements for the year ended December 31, 2025.

  37. Outstanding Equity Awards at 2025 Fiscal Year-End

    Outstanding Equity Awards at 2025 Fiscal Year-End The following table sets forth information concerning outstanding equity awards held by our named executive officers as of December 31, 2025.

  38. Outstanding Equity Awards at 2025 Fiscal Year-End

    | Name | Grant Date | Share Awards | | Equity Incentive Plan Awards | | | | | Number of Shares or Share Units That Have Not Vested (#) | Market Value of Shares or Share Units that Have Not Vested ($)(1) | Number of Shares or Share Units That Have Not Vested (#) | Market Value of Shares or Share Units that Have Not Vested ($)(1) | | James Peck | 3/5/2021(2) | — | — | 5,216,845 | 86,025,774 | | | 6/17/2024(2) | — | — | 306,169 | 5,048,727 | | Michael Burwell | 5/23/2023(3) | 331,919 | 5,473,344 | — | — | | | 8/20/2025(4) | 405,093 | 6,679,984 | — | — | | Tracey Massey | 6/1/2022(5) | 245,844 | 4,053,968 | — | — | | | 5/21/2025(6) | 303,959 | 5,012,284 | — | — | | | 8/20/2025(4) | 254,630 | 4,198,849 | — | — | | Steen Lomholt-Thomsen | 11/20/2024(7) | 43,701 | 720,629 | — | — | | | 2/6/2025(7) | 1,967 | 32,436 | — | — | | | 8/20/2025(4) | 202,546 | 3,339,984 | — | — | | Shaun Zitting | 8/10/2021(8) | 145,072 | 2,392,237 | — | — | | | 5/21/2025(9) | 70,117 | 1,156,229 | — | — | | | 8/20/2025(4) | 32,407 | 534,391 | — | — |

  39. Outstanding Equity Awards at 2025 Fiscal Year-End

    (1)Amount reported in this column reflects the market value of outstanding awards based on the Company’s closing share price as of December 31, 2025 multiplied by the number of shares underlying each award. (2)Mr. Peck’s outstanding restricted shares are eligible to vest upon Advent’s achievement of certain returns on its investment, subject to the executive’s continued employment with the Company through the applicable vesting date. (3)Mr. Burwell’s restricted shares are eligible to vest as follows: 63,029 shares are eligible to vest in substantially equal quarterly installments through January 3, 2027; 268,890 shares are eligible to vest in two substantially equal installments on July 23, 2026 and July 23, 2027. All vesting is contingent on Mr. Burwell remaining continuously employed by the Company through each vesting date. (4)Grants of restricted share units are scheduled to vest in four substantially equal annual installments through August 20, 2029, subject to the executive’s continued employment with the Company through each applicable vesting date. (5)Ms. Massey’s restricted shares were originally eligible to vest as follows, provided that Ms. Massey remained continuously employed through each vesting date: 45,147 shares are eligible to vest in substantially equal quarterly installments through June 1, 2027; 200,697 shares are eligible to vest in two substantially equal installments on July 23, 2026 and July 23, 2027. Pursuant to Ms. Massey’s Transition and Separation Agreement, these restricted shares will continue to vest following her termination of employment through their final vesting date. (6)Ms. Massey’s restricted share unit award was originally eligible to vest in substantially equal quarterly installments through February 6, 2029, provided that Ms. Massey remains continuously employed by the Company through each vesting date. Pursuant to Ms. Massey’s Transition and Separation Agreement, these restricted shares will continue to vest following her termination of employment through September 30, 2027. (7)Mr. Lomholt-Thomsen’s phantom units are eligible to vest in substantially equal quarterly installments through November 20, 2028, provided that Mr. Lomholt-Thomsen remains continuously employed by the Company through each vesting date. Upon July 23, 2027, settlement of all vested units will be delivered to Mr. Lomholt-Thomsen in the form of Company shares, and any units that vest thereafter will be delivered to Mr. Lomholt-Thomsen upon the applicable vesting date. (8)Ms. Zitting’s restricted shares are eligible to vest as follows: 14,675 shares are eligible to vest in substantially equal quarterly installments through August 10, 2026; 130,397 shares are eligible to vest in two substantially equal installments on July 23, 2026 and July 23, 2027. All vesting is contingent on Ms. Zitting remaining continuously employed by the Company through each vesting date. (9)Ms. Zitting’s restricted share unit award is eligible to vest in substantially equal quarterly installments through February 6, 2029, provided that Ms. Zitting remains continuously employed by the Company through each vesting date.

  40. Potential Payments Upon Termination or Change in Control

    Potential Payments Upon Termination or Change in Control Provided below is a description of the payments and benefits that would have been payable to each of our named executive officers, assuming that each executive’s employment had terminated or a change in control of NIQ had occurred on the last day of fiscal 2025.

  41. Pay Versus Performance

    Pay Versus Performance In accordance with rules adopted by the SEC pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we are providing the following information about the relationships between compensation actually paid to our named executive officers and Company performance. In this section, we refer to “compensation actually paid” and other terms used in the applicable SEC rules. For information concerning the Company’s compensation philosophy and how the Company aligns executive compensation with its financial and operational performance, refer to the section above titled “Compensation Philosophy and Objectives.”

  42. Pay Versus Performance

    | | | | | | Value of Initial Fixed $100 Investment from July 23, 2025 to December 31, 2025 Based on: | | | | | Year | Summary Compensation Table Total for PEO | Compensation Actually Paid to PEO(1)(2)(3) | Average Summary Compensation Table Total for Non-PEO Named Executive Officers | Average Compensation Actually Paid for Non-PEO Named Executive Officers(1)(2)(3) | Total Shareholder Return: NIQ | Total Shareholder Return: Russell 1000(4) | Net Income | Company-Selected Performance Measure: Revenue(5) | | 2025 | $2,623,617 | $1,540,729 | $7,094,280 | $7,215,290 | $78.52 | $108.64 | $(345) | $4,198 |

  43. Pay Versus Performance

    (1)James Peck was our principal executive officer (“PEO”) for fiscal 2025. The non-PEO named executive officers for fiscal 2025 are Michael Burwell, Tracey Massey, Steen Lomholt-Thomsen, and Shaun Zitting. (2)The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized or received by the Company’s PEO and non-PEO named executive officers. These amounts reflect the Summary Compensation Table Total with certain adjustments as described in footnote 3 below. (3)Compensation actually paid to our PEO and the average compensation actually paid to our non-PEO named executive officers reflects the following adjustments required by the applicable SEC rules from Total compensation reported in the Summary Compensation Table.

  44. Pay Versus Performance

    | | PEO | Average of Non-PEOs | | Total Reported in 2025 Summary Compensation Table | $2,623,617 | $7,094,280 | | Less, value of equity awards reported in the Summary Compensation Table | $— | $5,604,643 | | Add, year-end value of equity awards granted in 2025 that are unvested and outstanding | $— | $5,238,539 | | Add, change in fair value (from prior year-end) of prior year equity awards that are unvested and outstanding | $(3,185,523) | $432,769 | | Add, fair market value of equity awards granted in 2025 and that vested in 2025 | $— | $— | | Add, change in fair value (from prior year-end) of prior year equity awards that vested in 2025 | $2,102,635 | $54,345 | | Less, prior year-end fair value of prior year equity awards that failed to vest in 2025 | $— | $— | | Add, dividends and dividend equivalent payments paid during 2025 on unvested equity awards | $— | $— | | Compensation Actually Paid for Fiscal Year 2025 | $1,540,729 | $7,215,290 |

  45. Pay Versus Performance

    (4)As permitted by SEC rules, the comparator group referenced for purposes of total shareholder return is that of the Russell 1000 Index, which is the index reported in our 2025 Annual Report in accordance with Regulation S-K Item 201(e). For the Company and the comparator group, the TSR reflects what the cumulative value of $100 would be, including reinvestment of dividends, if such amount were invested on July 23, 2025 through December 31, 2025. (5)We have determined revenue to be the most important financial performance measure used to link Company performance to compensation actually paid to our PEO and Non-PEO named executive officers in fiscal 2025. Revenue performance for fiscal 2025 shown in this table is as reported in our 2025 Annual Report. The AIP Revenue metric measured in our annual incentive plan for fiscal 2025 reflects adjustments as further described in the section titled “Annual Incentive Plan (AIP)–2025 AIP Metrics and Targets.”

  46. Relationships Between Compensation Actually Paid And Financial Performance Measures

    Relationships Between Compensation Actually Paid And Financial Performance Measures In accordance with Item 402(v) of Regulation S-K, the Company is providing the following descriptions of the relationships between information presented in the Pay versus Performance table. The calculation of compensation actually paid in each of the years shown reflects required adjustments to equity award valuations under SEC rules, which were in turn impacted by our share price performance. The calculation of compensation actually paid in each of the years shown reflects required adjustments to equity award valuations under SEC rules, which were impacted by the market value of the Company’s shares (which prior to the initial public offering was based on the most recent independent valuation analysis prior to December 31, 2024, and after the initial public offering was based on share price performance). Net income is not a financial performance measure that we use in the compensation program design for our named executive officers. Accordingly, there is not a direct relationship between the compensation actually paid to our named executives and net income.

  47. CEO Pay Ratio

    CEO Pay Ratio As required by Item 402(u) of Regulation S-K, we are providing the following information about the relationship of the annual total compensation of our employees and the annual total compensation of our CEO. We identified the median employee using our estimated employee population as of December 31, 2025, which included 38,749 global full-time, part-time, temporary, and seasonal employees employed on that date, and applied our consistently-applied measure of annual base compensation in effect on December 31, 2025. Once we identified our median employee, we calculated the median employee’s annual total compensation in the same manner as we used for the named executive officers in the Summary Compensation Table (“SCT”) and converted the median employee’s compensation amount from local currency to USD. Our median employee’s annual total compensation for 2025 was $26,305. Our Chief Executive Officer’s annual total compensation disclosed in the Total column of the SCT was $2,623,617. Accordingly, our estimated CEO to median employee pay ratio for 2025 was 100:1.

  48. Non-Employee Director Compensation

    Non-Employee Director Compensation In September 2024, the board of directors approved a new compensation program for non-employee directors other than directors designated or employed by Advent or KKR, which became effective on November 20, 2024. Effective as of our initial public offering, the board of directors updated the compensation program for non-employee directors. The approved compensation program provides for annual cash retainers for service on the board of directors and its committees, as follows:

  49. Non-Employee Director Compensation

    | | Board or Committee Member | Board or Committee Chair(1) | | Annual Cash Retainer for Service on Board of Directors | $90,000 | $— | | Additional Annual Cash Retainer for Service on Audit Committee | $15,000 | $30,000 | | Additional Annual Cash Retainer for Service on Compensation Committee | $10,000 | $25,000 | | Additional Annual Cash Retainer for Service on Nominating and Corporate Governance Committee | $10,000 | $20,000 |

  50. Non-Employee Director Compensation

    (1)Cash retainer for service as a committee Chair is in lieu of (and not incremental to) the cash retainer for service as a Committee member. In addition to cash compensation, we provide equity-based awards to each non-employee director other than directors designated or employed by Advent or KKR. Similar to the grants to our named executive officers, these awards are typically provided in a one-time grant when the director begins service with us. These awards have been granted to our directors under the 2021 Equity Incentive Plan of AI PAVE (Luxembourg) Management & Cy SCSp and the 2021 Cash-Settled Equity Incentive Plan of AI PAVE DUTCHCO I B.V. The awards held by Mr. Lachman, Ms. Simonelli, Ms. Harris Mason, Mr. Rawlinson and Ms. Lempres are based on Class C Shares of AI PAVE DUTCHCO I B.V. that were granted to a management aggregator, AI PAVE (Luxembourg) Management & Cy SCSp, which, in turn, granted incentive units to each director. Mr. Klein-Bölting’s award was granted in the form of phantom units that tracked the value of Class C Shares of AI PAVE DUTCHCO I B.V. The awards are generally subject to the same time- and performance-based vesting conditions as described above for the awards made to our named executive officers other than Mr. Peck. For additional information on the structure of these awards and their treatment in connection with our initial public offering, see “Elements of Compensation—Long-Term Incentive Awards” above. In connection with our initial public offering: (i) the vested portion of our directors’ long-term incentive awards converted into unrestricted ordinary shares of the public company (or in the case of the phantom awards, units that track the value of such shares); (ii) the unvested portion of awards with time-based vesting converted into restricted ordinary shares of the public company (or in the case of the phantom awards, units that track the value of such shares) that is eligible to continue to vest on the original time-based vesting schedule; and (iv) the portion of awards with performance-based vesting that did not vest based on Advent’s MOIC through the consummation of the transactions by our initial offering converted into restricted ordinary shares of the public company (or in the case of the phantom awards, units that track the value of such shares) subject to time-based vesting, with such public company shares (or phantom units) eligible to vest based on the remaining time-based vesting schedule that would have applied had such shares (or phantom units) been granted as time-based incentive units. However, if the then-remaining time-vesting term of the former performance-based incentive awards at the time of the initial public offering was less than two years, the restricted ordinary shares (or in the case of the phantom awards, units that track the value of such shares) will vest in two equal annual installments on the first and second anniversaries of the consummation of our initial public offering. The following table shows information regarding the compensation earned by our independent directors during fiscal 2025.

  51. Non-Employee Director Compensation

    | Name | Fees Earned or Paid in Cash ($)(1) | Share Awards ($)(2) | All Other Compensation ($)(3) | Total ($) | | Todd Lachman | $96,603 | $— | $6,964 | $103,568 | | Charlotte Simonelli | $146,603 | $— | $3,968 | $150,571 | | Racquel Harris Mason | $117,962 | $— | $— | $117,962 | | David Rawlinson | $121,141 | $— | $3,294 | $124,435 | | Ralf Klein-Bölting | $132,174 | $259,995 | $19,398 | $411,566 | | Elizabeth Lempres | $123,913 | $329,996 | $— | $453,909 | | Samuel Allen Hamood | $90,125 | $461,066 | $— | $551,191 | | Christopher Egan | $— | $— | $— | $— | | Gabriela Weiss | $— | $— | $— | $— | | Julien Lo | $— | $— | $— | $— | | Christopher Pike | $— | $— | $— | $— |

  52. Non-Employee Director Compensation

    (1)Amounts reported in this column reflect the fees paid in cash to all directors in fiscal 2025. For all directors except Mr. Hamood who began service as a director in fiscal 2025, fees paid include payments made in fiscal 2025 with respect to service in the fourth quarter of 2024. Payment with respect to Mr. Lachman’s service in the fourth quarter of fiscal 2025 was paid in fiscal 2026 and is excluded from this table. (2)Amount reported in this column reflects the grant date fair value of (1) restricted share units of AI PAVE DUTCHCO I B.V granted under our 2021 Equity Incentive Plan prior to our initial public offering in fiscal 2025, and (2) restricted share units of NIQ Global Intelligence plc granted under our 2025 Plan following our initial public offering in fiscal 2025, computed in accordance with FASB ASC, Topic 718. As of December 31, 2025, our independent directors held the following number of incentive units or phantom units: Mr. Lachman (30,912 restricted shares), Ms. Simonelli (33,150 restricted shares), Ms. Harris Mason (33,150 restricted shares), Mr. Rawlinson (77,279 restricted shares), Mr. Klein-Bölting (6,367 phantom units and 15,046 restricted share units), Ms. Lempres (4,371 restricted shares and 19,097 restricted share units), and Mr. Hamood (25,085 restricted share units). (3)Amounts reported under “All Other Compensation” reflect reimbursements for necessary travel expenses in connection with the duties of our board of directors.