Motorcar Parts of America Files Proxy Statement

TL;DR

MPAA proxy filed - shareholders vote on directors & pay.

AI Summary

Motorcar Parts of America, Inc. filed a definitive proxy statement (DEF 14A) on July 26, 2024, for its fiscal year ending March 31, 2024. The filing pertains to the company's annual meeting and the election of directors, among other corporate governance matters. Key proposals likely include the ratification of independent auditors and executive compensation.

Why It Matters

This filing provides shareholders with crucial information regarding the company's governance, executive compensation, and voting matters, enabling them to make informed decisions at the annual meeting.

Risk Assessment

Risk Level: low — This is a routine DEF 14A filing, which is standard for public companies and does not inherently indicate new risks.

Key Players & Entities

• MOTORCAR PARTS OF AMERICA INC (company) — Registrant
• 0001140361-24-034403 (filing_id) — Accession Number
• 20240726 (date) — Filing Date
• 0331 (date) — Fiscal Year End

FAQ

Key Financial Figures

• $39.2 million — ghts include: Generated approximately $39.2 million of cash from operating activities; Re
• $32.5 million — activities; Reduced net bank debt by $32.5 million to $114.0 million from $146.5 million;
• $114.0 million — duced net bank debt by $32.5 million to $114.0 million from $146.5 million; Paid off and ret
• $146.5 million — by $32.5 million to $114.0 million from $146.5 million; Paid off and retired our $11.25 mill
• $11.25 million — 6.5 million; Paid off and retired our $11.25 million term loan; Instituted a vendor supply
• $20 million — ys which will reduce working capital by $20 million; Increased sales by 5.1% to a record
• $717.7 million — ; Increased sales by 5.1% to a record $717.7 million; Increased gross profit dollars 1 by
• $132.6 million — ased gross profit dollars 1 by 16.3% to $132.6 million; Increased operating income by 26.5%
• $46.1 million — Increased operating income by 26.5% to $46.1 million; Experienced meaningful brake-related
• $7 m — in annualized savings of approximately $7 million, with $6 million to be realized i
• $6 million — vings of approximately $7 million, with $6 million to be realized immediately. In addition
• $8 billion — for our product lines is approximately $8 billion at manufacturers sales price, and expon
• $25,000 — at an anticipated cost of approximately $25,000. In addition to the use of mail, solici

Filing Documents

• ny20031108x1_def14a.htm (DEF 14A) — 1599KB
• logo_mpa.jpg (GRAPHIC) — 39KB
• sig_julietstone.jpg (GRAPHIC) — 29KB
• sig_selwynjoffe2.jpg (GRAPHIC) — 15KB
• logo_mackenzie4.jpg (GRAPHIC) — 49KB
• ny20031108x1_pvp01x1.jpg (GRAPHIC) — 174KB
• ny20031108x1_pvp02x1.jpg (GRAPHIC) — 148KB
• ny20031108x1_pvp03x1.jpg (GRAPHIC) — 157KB
• ny20031108x1_pc01.jpg (GRAPHIC) — 650KB
• ny20031108x1_pc02.jpg (GRAPHIC) — 589KB
• 0001140361-24-034403.txt ( ) — 7054KB
• mpaa-20240905.xsd (EX-101.SCH) — 5KB
• mpaa-20240905_def.xml (EX-101.DEF) — 5KB
• mpaa-20240905_lab.xml (EX-101.LAB) — 12KB
• mpaa-20240905_pre.xml (EX-101.PRE) — 6KB
• ny20031108x1_def14a_htm.xml (XML) — 153KB

Executive Compensation Summary

Executive Compensation Summary 17 Compensation Components and Key Elements 19 Engagement with Shareholders 21 Determination of Compensation Decisions 22 Company Performance Goal 24 Fiscal 2024 Equity Grants 25 Accounting Considerations 25 Compensation Committee Report 26 Compensation Risk Analysis 26 Summary Compensation Table 27 Fiscal 2024 Grants of Plan-Based Awards 28 Outstanding Equity Based Awards at Fiscal Year End 29 Option Exercises and Stock Vested 31 Non-Qualified Deferred Compensation Plan 31 Employment Agreements 31 Potential Payments Upon Termination of Change in Control Table 34 Pay Ratio 35 Pay versus Performance 36 2024 Director Compensation 40 Indemnification of Executive Officers and Directors 40 Compensation Committee Interlocks and Insider Participation 41

Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters 42 PROPOSAL NO. 2 – RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS 44 Audit Committee Report 45 PROPOSAL NO. 3 – ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS 47 PROPOSAL NO. 4 –APPROVAL OF THE FIRST AMENDMENT TO MOTORCAR PARTS OF AMERICA, INC. 2022 INCENTIVE AWARD PLAN 48 Miscellaneous 58 Shareholder Proposals 58 Shareholder Communication with our Board 58 Other Matters 58 Annual Report on Form 10-K 58 Proxies 58 Householding of Proxy Materials 58 APPENDIX A A-1 APPENDIX B B-1 TABLE OF CONTENTS MOTORCAR PARTS OF AMERICA, INC. 2929 California Street Torrance, California 90503 GENERAL INFORMATION We are making this proxy statement available, on or about July 26, 2024, in connection with the solicitation of proxies by our Board of Directors. The proxies are for use at our annual meeting of shareholders, which we will hold at 10:00 a.m. (PT) on September 5, 2024, at the offices of the Company at 2929 California Street, Torrance, California 90503. The proxies will remain valid for use at any meetings held upon adjournment or postponement of that meeting. The record date for the meeting is the close of business on July 16, 2024. All holders of record of our common stock at the close of business on the record date are entitled to notice of the meeting and to vote at the meeting and any meetings held upon adjournment or postponement of that meeting. Our principal executive offices are located at 2929 California Street, Torrance, California 90503, and our telephone number is (310) 212-7910. The date of this proxy statement is July 26, 2024. A proxy form is enclosed. Whether or not you plan to attend the meeting in person, please date, sign and return the enclosed proxy as promptly as possible, in the postage prepaid envelope provided, or online at www.proxyvote.com, to ensure that your sh

View Full Filing

View this DEF 14A filing on SEC EDGAR