Sterling Infrastructure (STRL)

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

Every insider equity transaction reported on Form 4 after the 2025 proxy statement — acquisitions, dispositions, exercises, and withholdings — and therefore not reflected in any table in that document.

Transaction codes per Form 4: A acquisition · S open-market sale · F tax withholding · M option exercise · G gift. Value = shares × price as reported. Dividend-equivalent and fractional-share accrual rows (derivative Class A, under $10,000 and under 2,000 shares) are aggregated per date; every row appears in full below.

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

The committee seeks to use compensation as a tool to drive increases in shareholder value by: Paying for performance: rewarding past performance and incentivizing future performance; Promoting shareholder alignment: fostering a culture of ownership; Paying competitively: providing a level of total compensation that will enable the Company to attract and retain talented executive officers to deliver our strategy; Promoting sound governance: implementing sound compensation governance practices that encourage prudent decision-making; and Retaining key talent: increasing shareholder value by retaining our executives to execute the Company's strategy for long-term value creation.

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

a. Approved under the standard stated in the filing — “Sterling Infrastructure | 2026 Proxy Statement | 44 | What vote is required, and how will my votes be counted, to elect the director nominees and to approve each of the other proposals discussed in this proxy statement? Proposal Voting Options Vote Required for Approval Effect of Abstentions Effect of Broker Non-Votes Election of eight director nominees (Proposal 1, page 15) For, against or abstain for each nominee Majority of the votes cast for each nominee* No effect No effect Advisory vote to approve the compensation of our named executive officers (Proposal 2, page 41) For, against or abstain Affirmative vote of a majority of the shares of common stock present in person or by proxy and entitled to vote on the proposal Treated as vote against No effect Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for 2026 (Proposal 3, page 42) For, against or abstain Affirmative vote of a majority of the shares of common stock present in person or by proxy and entitled to vote on the proposal Treated as vote against N/A * In uncontested elections, our directors are elected by the affirmative vote of the holders of a majority of the votes cast.”.

b. Approved under the standard stated in the filing — “| 46 | Sterling Infrastructure | 2025 Proxy Statement What vote is required, and how will my votes be counted, to elect the director nominees and to approve each of the other proposals discussed in this proxy statement? Proposal Voting Options Vote Required for Approval Effect of Abstentions Effect of Broker Non-Votes Election of six director nominees (Proposal 1, page 15) For, against or abstain for each nominee Majority of the votes cast for each nominee* No effect No effect Advisory vote to approve the compensation of our named executive officers (Proposal 2, page 40) For, against or abstain Affirmative vote of a majority of the shares of common stock present in person or by proxy and entitled to vote on the proposal Treated as vote against No effect Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for 2025 (Proposal 3, page 42) For, against or abstain Affirmative vote of a majority of the shares of common stock present in person or by proxy and entitled to vote on the proposal Treated as vote against N/A * In uncontested elections, our directors are elected by the affirmative vote of the holders of a majority of the votes cast.”.

c. Approved under the standard stated in the filing — “Sterling Infrastructure | 2024 Proxy Statement | 53 | What vote is required, and how will my votes be counted, to elect the director nominees and to approve each of the other proposals discussed in this proxy statement? Proposal Voting Options Vote Required for Approval Effect of Abstentions Effect of Broker Non-Votes Election of eight director nominees (Proposal 1, page 16 ) For, against or abstain for each nominee Majority of the votes cast for each nominee* No effect No effect Advisory vote to approve the compensation of our named executive officers (Proposal 2, page 41 ) For, against or abstain Affirmative vote of a majority of the shares of common stock present in person or by proxy and entitled to vote on the proposal Treated as vote against No effect Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for 2023 (Proposal 3, page 43 ) For, against or abstain Affirmative vote of a majority of the shares of common stock present in person or by proxy and entitled to vote on the proposal Treated as vote against N/A Adoption of the amended and restated 2018 stock incentive plan (Proposal 4, page 50) For, against or abstain Affirmative vote of a majority of the shares of common stock present in person or by proxy and entitled to vote on the proposal Treated as vote against No effect * In uncontested elections, our directors are elected by the affirmative vote of the holders of a majority of the votes cast.”.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

Of the companies Sterling Infrastructure names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.

Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including Sterling Infrastructure.

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.