On November 10, 2025, John F. Sterling, the Executive Vice President, General Counsel and Secretary of Darling Ingredients Inc. (the ?Company?), and a named executive officer in the Company?s Proxy Statement dated March 20, 2025, informed the Company of his intention to retire on March 31, 2027 (the ?Retirement Date?). Mr. Sterling will continue to serve as the Company?s Executive Vice President, General Counsel and Secretary until January 4, 2026, on which date Nick Kemphaus, the Company?s current Senior Vice President and Deputy General Counsel, will assume Mr. Sterling?s title and function. From January 4, 2026 to the Retirement Date, Mr. Sterling will no longer serve as an executive officer of the Company, but will remain employed in an advisory capacity.

Mr. Kemphaus, age 47, has over 20 years of legal experience across multiple disciplines. Prior to joining the Company in March of 2012, Mr. Kemphaus worked in private practice handling complex litigation and intellectual property matters. Since joining the Company, Mr. Kemphaus has held several roles in the legal department, each with increasing responsibility, strategic focus and management responsibilities.

In these roles, he has been responsible for securities, governance and board matters, mergers and acquisitions, commercial transactions, real estate, labor and employment, litigation, intellectual property and regulatory matters, including environmental, OSHA and FDA matters, as well as overseeing the Company?s attorneys responsible for legal operations in North America.