Alamo Group Inc. Announces 2024 Annual Meeting of Stockholders

Ticker: ALG · Form: DEF 14A · Filed: Mar 13, 2024 · CIK: 897077

Alamo Group Inc DEF 14A Filing Summary
FieldDetail
CompanyAlamo Group Inc (ALG)
Form TypeDEF 14A
Filed DateMar 13, 2024
Risk Levellow
Pages16
Reading Time19 min
Key Dollar Amounts$1.7 billion, $11.36, $247 million
Sentimentneutral

Sentiment: neutral

Topics: Alamo Group, Annual Meeting, Proxy Statement, Virtual Meeting, Shareholder

TL;DR

Alamo Group Inc. will hold its 2024 Annual Meeting virtually on May 2, 2024, with proxy materials available online.

AI Summary

ALAMO GROUP INC (ALG) filed a Proxy Statement (DEF 14A) with the SEC on March 13, 2024. The 2024 Annual Meeting of Stockholders for Alamo Group Inc. will be held virtually on May 2, 2024, at 9:00 a.m. Central Daylight Time. Stockholders can attend by visiting www.virtualshareholdermeeting.com/ALG2024 and entering their control number. Proxy materials are being furnished electronically via the internet, with a Notice Regarding the Availability of Proxy Materials mailed on or about March 13, 2024. This electronic distribution aims to reduce costs and environmental impact. The Proxy Statement and 2023 Annual Report are accessible on the virtual meeting website and Alamo Group's investor relations page.

Why It Matters

For investors and stakeholders tracking ALAMO GROUP INC, this filing contains several important signals. The shift to a virtual meeting format and electronic distribution of materials reflects a modern approach to shareholder engagement and cost efficiency. This filing provides essential information for stockholders to participate in corporate governance, including voting procedures and access to financial reports.

Risk Assessment

Risk Level: low — ALAMO GROUP INC shows low risk based on this filing. The filing is a standard proxy statement for an annual meeting and does not contain new financial performance data or significant strategic shifts, indicating a low level of immediate risk.

Analyst Insight

Stockholders should review the proxy materials to understand voting matters and ensure their participation in the upcoming annual meeting.

Key Numbers

  • 2024 — Annual Meeting Year (Year of the Annual Meeting of Stockholders.)
  • May 2 — Meeting Date (Date of the 2024 Annual Meeting.)
  • 9:00 a.m. CDT — Meeting Time (Time of the 2024 Annual Meeting.)

Key Players & Entities

  • Alamo Group Inc. (company) — Registrant name and company holding the annual meeting.
  • May 2, 2024 (date) — Date of the Annual Meeting of Stockholders.
  • March 13, 2024 (date) — Approximate date the Notice Regarding the Availability of Proxy Materials will be mailed.
  • www.virtualshareholdermeeting.com/ALG2024 (url) — Website to attend the virtual annual meeting.
  • SEC (regulator) — Securities and Exchange Commission, whose rules govern proxy material distribution.

FAQ

When did ALAMO GROUP INC file this DEF 14A?

ALAMO GROUP INC filed this Proxy Statement (DEF 14A) with the SEC on March 13, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by ALAMO GROUP INC (ALG).

Where can I read the original DEF 14A filing from ALAMO GROUP INC?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by ALAMO GROUP INC.

What are the key takeaways from ALAMO GROUP INC's DEF 14A?

ALAMO GROUP INC filed this DEF 14A on March 13, 2024. Key takeaways: The 2024 Annual Meeting of Stockholders for Alamo Group Inc. will be held virtually on May 2, 2024, at 9:00 a.m. Central Daylight Time.. Stockholders can attend by visiting www.virtualshareholdermeeting.com/ALG2024 and entering their control number.. Proxy materials are being furnished electronically via the internet, with a Notice Regarding the Availability of Proxy Materials mailed on or about March 13, 2024..

Is ALAMO GROUP INC a risky investment based on this filing?

Based on this DEF 14A, ALAMO GROUP INC presents a relatively low-risk profile. The filing is a standard proxy statement for an annual meeting and does not contain new financial performance data or significant strategic shifts, indicating a low level of immediate risk.

What should investors do after reading ALAMO GROUP INC's DEF 14A?

Stockholders should review the proxy materials to understand voting matters and ensure their participation in the upcoming annual meeting. The overall sentiment from this filing is neutral.

Risk Factors

  • Compliance with SEC Proxy Rules [low — regulatory]: The company must adhere to SEC regulations regarding the filing and distribution of proxy materials, including the electronic furnishing of documents.
  • Virtual Meeting Logistics [low — operational]: Ensuring a smooth and accessible virtual meeting experience for all stockholders requires robust technical support and clear instructions.

Key Dates

  • 2024-05-02: 2024 Annual Meeting of Stockholders — Key date for shareholder participation and voting.
  • 2024-03-13: Mailing of Notice Regarding Availability of Proxy Materials — Indicates when shareholders can expect to receive instructions for accessing proxy materials.

Glossary

Proxy Statement
A document filed by a company with the SEC that contains information that management must provide to shareholders before their annual meeting, so they can make informed decisions. (Provides essential details for shareholders to vote on company matters.)
DEF 14A
A definitive proxy statement filed with the SEC. (The specific form type filed by Alamo Group Inc. for this shareholder meeting.)
Virtual Meeting
A meeting conducted online, allowing participants to attend remotely. (The format chosen for Alamo Group's 2024 Annual Meeting.)

Filing Stats: 4,806 words · 19 min read · ~16 pages · Grade level 12.3 · Accepted 2024-03-13 16:14:32

Key Financial Figures

  • $1.7 billion — 3 FINANCIAL PERFORMANCE Net Sales of $1.7 billion Fully Diluted EPS of $11.36 EBITDA o
  • $11.36 — of $1.7 billion Fully Diluted EPS of $11.36 EBITDA of $247 million* Annual Incr
  • $247 million — ully Diluted EPS of $11.36 EBITDA of $247 million* Annual Increase of 12% Annual Incre

Filing Documents

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 27 Compensation Discussion and Analysis 27 Introduction 27 2023 Company Performance Highlights 27

Executive Compensation Philosophy and Objectives 29

Executive Compensation Philosophy and Objectives 29 Compensation and Governance Practices 30 Compensation Committee Responsibilities and Consultant Independence 30 Market Alignment of Executive Compensation 31 Role of the CEO and the Compensation Committee in Compensation Decisions 31 Components of Executive Compensation 32 Other Compensation Elements 38 Compensation Committee Report 40 2023 Summary Compensation Table 41 Potential Payments Upon Termination or Change in Control 45 CEO Pay Ratio Disclosure 48 Pay Versus Performance 49 Director Compensation During 2023 53 PROPOSAL 2 - ADVISORY VOTE ON EXECUTIVE COMPENSATION 54 PROPOSAL 3 - RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS 56 APPENDIX I 60 Proxy Summary This summary highlights certain information contained elsewhere in this Proxy Statement. This summary does not contain all of the information that you may wish to consider prior to voting. Please review the entire Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the "Annual Report") for more detailed information. HOW TO VOTE By Internet Go to www.proxyvote.com for voting instructions or scan the QR code on your Notice Regarding the Availability of Proxy Materials or proxy card with your smartphone. By Telephone You may call 1-800-690-6903 on a touch-tone telephone and follow the instructions provided by the recorded message to vote your shares by telephone. By Mail You may promptly mail your completed and executed proxy card in the postage-paid envelope, which is included with your proxy materials if you requested to receive paper copies of our proxy materials. By Virtual Meeting www.virtualshareholdermeeting.comALG2024 VOTING RECOMMENDATIONS Proposals Recommendation PROPOSAL 1 The election of the eight (8) directors named in the proxy materials to the Board of Directors to serve until the next Annual Meeting of Stockholders or until their successors are elected a

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION Our Board of Directors recommends that you vote "For" our advisory proposal on executive compensation. The non-binding advisory vote gives our stockholders the opportunity to approve the compensation paid to individuals identified as named executive officers (the NEOs) in this Proxy Statement. The Compensation Committee of our Board (the Compensation Committee) designed our compensation program to align the actions of our NEOs with the long-term interests of our stockholders based on the overall philosophy to pay executives for their performance. Our executive compensation program ties incentive compensation to the achievement of both annual and long-term (three-year) financial performance goals of our Company. The annual incentive awards are tied to annual financial and other performance goals and are paid in cash, while the three-year incentive awards are tied to three-year financial goals and are made in the form of performance share units (PSUs). 2023 Compensation Highlights Our 2023 annual cash incentive plan for all of our NEOs is comprised of objective components. Actual payouts under our annual cash incentive plan can range from 0% to 200% of the target incentive opportunity depending upon performance. For Mr. Leonard and our other NEOs who hold Company-wide positions, Company adjusted pre-tax income and inventory turnover were used as the objective financial performance measures for determining 2023 incentive payouts. For our Division leaders (Messrs. Haberman and Raborn), Company adjusted pre-tax income, Division earnings before interest and taxes (EBIT), Division organic revenue growth, Division inventory turnover, and Division reduction of total energy consumption compared to the prior year were used as the financial performance measures for determining 2023 objective incentive payouts. Our adjusted pre-tax income exceeded the target set by our Compensation Committee, resulting in a payout of 196% of target for our NEOs for that

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