AT&T INC.

Shareholders request that the board of directors take the necessary steps to permit written consent by the shareholders entitled to cast the minimum number of votes that would be necessary to authorize an action at a meeting at which all shareholders entitled to vote thereon were present and voting (without any unnecessary restriction based on length of stock ownership or the method by which shareholders hold their shares). This includes shareholder ability to initiate any appropriate topic for written consent. Acting by written consent is hardly ever used by shareholders but the main point of having a right to act by written consent is that it gives shareholders greater standing to engage effectively with management when AT&T underperforms. This proposal received 42% support at previous AT&T annual shareholder meeting. This 42% support likely represented more than 50% support from the AT&T shares that have access to independent proxy voting advice and are the most informed shareholders regarding AT&T ballot items. AT&T shareholders, who do not have access to independent proxy voting advice, can give deference to the view of the most informed AT&T shareholders The following challenging 2025 news reports on AT&T make it more important to adopt this proposal without delay: AT&T’s Q3 2025 revenue of $30 billion fell short of analyst expectations, leading to a stock price decline of 3-5%. This revenue miss prompted several firms, including Barclays and Scotiabank, to downgrade their outlook for AT&T due to concerns over competitive pressures and future growth. The FCC enforced a ruling in response to the “Salt Typhoon” Chinese state-sponsored cyberattacks that breached several telecom companies, including AT&T. This required AT&T to invest in security improvements and opened AT&T up to potential fines for non-compliance. The FCC later repealed this specific ruling, a move that some felt left customer data protection at risk. AT&T is also dealing with the fallout of a major data breach that impacted over 73 million customers, with a judge approving a $177 million settlement. AT&T faced customer dissatisfaction after reducing the monthly autopay discount for those using credit cards, which contributed to customer chum. A lawsuit by a partner, Tilson, against AT&T’s fiber joint venture, Gigapower, resulted in Tilson’s bankruptcy and potential delays in AT&T’s fiber network expansion plans. CEO John Stankey warned that potential new tariffs could increase the cost of smart phones and network equipment, which might lead to higher prices. In August 2025, Fitch Ratings placed AT&T on a “Rating Watch Negative” following its plan to acquire $23 billion in wireless spectrum from EchoStar, indicating concerns about the impact on AT&T’s debt leverage. Please vote yes: Shareholder Right to Act by Written Consent – Proposal 7 AT&T INC. 20 2026 PROXY VOTING ITEMS - STOCKHOLDER PROPOSALS BOARD RESPONSE: The Board recommends that stockholders vote AGAINST this proposal: AT&T already allows stockholders owning 15% of its outstanding stock to call a special meeting. The proposal fails to mention that AT&T already allows stockholders with 15% of its outstanding stock to call a special meeting. At a special meeting, stockholders have the opportunity to review and debate the merits of the proposals submitted at the meeting. In contrast, when a group of stockholders takes action by written consent, they can do so without the opportunity for a meeting that would ensure that all stockholders have access to the same information and the opportunity to debate the proposed action. The heightened approval requirement contained in AT&T’s charter for actions by written consent reflects AT&T’s belief in the importance of action via open stockholder meetings and also provides minority stockholders with a measure of protection against changes in corporate governance and other self-interested actions initiated by one or more large stockholders. The Board believes that acting through open stockholder meetings ensures the optimal forum for consideration of all viewpoints and is therefore in the best interest of stockholders. As a result, the proposal’s requested changes are unnecessary and will result in a waste of corporate resources. AT&T believes that its existing governance framework strikes the right balance between encouraging stockholders to act through open, deliberative meetings, on the one hand, and preserving their ability to raise issues outside of the annual meeting context, on the other. Proposals to reduce the shares required for written consent were voted down at the 2014, 2017, 2018 and 2021 Annual Meetings, and stockholders have not raised this topic as a concern or priority in our ongoing engagement conversations each year. Implementing this proposal would be unnecessary, costly and burdensome for AT&T and its stockholders. To implement the proposal as requested, despite the prior votes by stockholders, the Company would need to put forth a charter amendment and solicit votes, requiring the affirmative vote of two-thirds of all outstanding shares to pass. The Board believes this would be a misuse of corporate resources in light of AT&T’s current written consent provision, special meeting right at a 15% threshold, other strong governance practices, and active stockholder engagement program. The Board recommends you vote AGAINST this proposal 2026 PROXY 21 AT&T INC. VOTING ITEMS - STOCKHOLDER PROPOSALS ITEM NO. 8 - EEO-1 REPORT DISCLOSURE POLICY The Comptroller of the City of New York proposes the following: