MYR Group Inc. Files Definitive Proxy Statement

Ticker: MYRG · Form: DEF 14A · Filed: Mar 6, 2024 · CIK: 700923

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Corporate Governance, Executive Compensation, Shareholder Meeting

TL;DR

<b>MYR Group Inc. filed its Definitive Proxy Statement for the fiscal year ending December 31, 2023.</b>

AI Summary

MYR GROUP INC. (MYRG) filed a Proxy Statement (DEF 14A) with the SEC on March 6, 2024. MYR Group Inc. filed a Definitive Proxy Statement (DEF 14A) on March 6, 2024. The filing covers the fiscal year ending December 31, 2023. The company's principal business is Water, Sewer, Pipeline, Comm and Power Line Construction. MYR Group Inc. is incorporated in Delaware. The company's principal executive offices are located in Thornton, Colorado.

Why It Matters

For investors and stakeholders tracking MYR GROUP INC., this filing contains several important signals. This DEF 14A filing is a standard disclosure for publicly traded companies, providing shareholders with information regarding annual meetings, director elections, executive compensation, and other corporate governance matters. Shareholders can use this document to make informed decisions about voting on proposals and electing board members.

Risk Assessment

Risk Level: low — MYR GROUP INC. shows low risk based on this filing. The filing is a routine DEF 14A, containing standard disclosures and no immediate red flags.

Analyst Insight

Review the executive compensation and any shareholder proposals detailed in the full filing to understand potential impacts on corporate governance and shareholder value.

Key Numbers

Key Players & Entities

FAQ

When did MYR GROUP INC. file this DEF 14A?

MYR GROUP INC. filed this Proxy Statement (DEF 14A) with the SEC on March 6, 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 MYR GROUP INC. (MYRG).

Where can I read the original DEF 14A filing from MYR 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 MYR GROUP INC..

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

MYR GROUP INC. filed this DEF 14A on March 6, 2024. Key takeaways: MYR Group Inc. filed a Definitive Proxy Statement (DEF 14A) on March 6, 2024.. The filing covers the fiscal year ending December 31, 2023.. The company's principal business is Water, Sewer, Pipeline, Comm and Power Line Construction..

Is MYR GROUP INC. a risky investment based on this filing?

Based on this DEF 14A, MYR GROUP INC. presents a relatively low-risk profile. The filing is a routine DEF 14A, containing standard disclosures and no immediate red flags.

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

Review the executive compensation and any shareholder proposals detailed in the full filing to understand potential impacts on corporate governance and shareholder value. The overall sentiment from this filing is neutral.

How does MYR GROUP INC. compare to its industry peers?

MYR Group Inc. operates in the Water, Sewer, Pipeline, Comm and Power Line Construction industry, a sector critical for infrastructure development and maintenance.

Are there regulatory concerns for MYR GROUP INC.?

As a publicly traded company in the US, MYR Group Inc. is subject to SEC regulations, including the requirement to file proxy statements like this DEF 14A.

Industry Context

MYR Group Inc. operates in the Water, Sewer, Pipeline, Comm and Power Line Construction industry, a sector critical for infrastructure development and maintenance.

Regulatory Implications

As a publicly traded company in the US, MYR Group Inc. is subject to SEC regulations, including the requirement to file proxy statements like this DEF 14A.

What Investors Should Do

  1. Review the full DEF 14A filing for details on director nominees and their qualifications.
  2. Examine the executive compensation disclosures to understand pay structures and performance metrics.
  3. Identify any shareholder proposals and the company's recommended voting actions.

Year-Over-Year Comparison

This is the initial DEF 14A filing for the period ending 2023-12-31, filed on 2024-03-06. No prior filing data is available in this snippet for comparison.

Filing Stats: 4,464 words · 18 min read · ~15 pages · Grade level 14.2 · Accepted 2024-03-06 16:13:57

Key Financial Figures

Filing Documents

EXECUTIVE COMPENSATION TABLES

EXECUTIVE COMPENSATION TABLES 50 2023 Summary Compensation Table 2023 Grants of Plan-Based Awards Employment Agreements Outstanding Equity Awards at 2023 Fiscal Year End 2023 Option Exercises and Stock Vested Potential Payments Upon Termination or Change in Control 2023 CEO Pay Ratio PAY VERSUS PERFORMANCE 59 PROPOSAL 2. ADVISORY APPROVAL OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS 62 PROPOSAL 3. APPROVAL OF THE MYR GROUP INC. 2017 LONG-TERM INCENTIVE PLAN (AMENDED AND RESTATED AS OF APRIL 24, 2024) 64 AUDIT COMMITTEE MATTERS 80 Committee Independence and Responsibilities Pre-Approval Policies Independent Auditor's Fees Audit Committee Report for the Year Ended December 31, 2023 PROPOSAL 4. RATIFICATION OF THE APPOINTMENT OF OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 82 OTHER MATTERS THAT MAY BE PRESENTED AT THE 2024 ANNUAL MEETING 83 84 QUESTIONS AND ANSWERS ABOUT THE 2 024 ANNUAL MEETING AND VOTING 85 2025 ANNUAL MEETING OF SHAREHOLDERS 88 APPENDIX A: MYR GROUP 2017 LONG-TERM INCENTIVE PLAN (AMENDED AND RESTATED AS OF APRIL 24, 2024) 89 APPENDIX B: PROXY CARD 106 APPENDIX C : R ETURN ON INVESTED CAPITAL ("ROIC" ) N ON - GAAP M E ASURE 107 TABLE OF CONTENTS PROXY STATEMENT We are providing the enclosed proxy materials to you in connection with the solicitation by the board of directors (collectively the "Board" and each individually, a "Director") of MYR Group Inc. of proxies to be voted at the Annual Meeting of Shareholders to be held on Wednesday, April 24, 2024 (the "2024 Annual Meeting"). We began making these proxy materials available to our shareholders at investor.myrgroup.com/financial-information/annual-reports and at proxyvote.com on or about March 6, 2024. Throughout this proxy statement, references to "MYR Group," the "Company," "we," "us," and "our" refer to MYR Group Inc. and its consolidated subsidiaries, except as otherwise indicated or as

Executive Compensation Highlights

Executive Compensation Highlights Compensation decisions are based on a number of factors, including peer company data and general market data, Company performance against pre-established goals, relative performance of the Company's stock compared to a peer group, and the experience and contributions of individual executives. At the 2023 Annual Meeting, our shareholders voted on an advisory resolution regarding the compensation of our NEOs (the "Say-on-Pay" proposal), which was approved by more than 93% of the votes represented at the 2023 Annual Meeting and entitled to vote. Our executive compensation program seeks to attract, motivate and retain executive talent and emphasizes pay for performance. Our executive compensation program includes base salary, short-term incentive compensation under our Management Incentive Plan (amended and restated as of May 1, 2014) (the "MIP"), long-term equity compensation under our 2017 Long-Term Incentive Plan (as amended and restated as of April 23, 2020) (the "LTIP"), a defined-contribution retirement plan, profit sharing, and very limited perquisites. 4 MYR GROUP INC. | 2024 PROXY STATEMENT TABLE OF CONTENTS We continue to strive to adhere to the following best practices in executive compensation: WE DO: WE DO NOT: Pay for Performance X Allow Hedging of our Stock Hold Annual "Say-on-Pay" Shareholder Vote X Allow Pledging of our Stock Require Officers and Directors to Meet Stock Ownership Guidelines X Provide Tax Gross-Ups Encourage Shareholder Input X Provide Single Trigger Change in Control Provisions Maintain a Clawback Policy X Allow Short-Selling of our Stock Maintain an Independent Compensation Committee X Guarantee Minimum Annual Cash Incentive Payments to our NEOs Conduct Annual Compensation Review and Risk Assessment X Provide Dividends or Dividend Equivalents on Unvested Equity Provide Incentive Compensation Based Upon Financial and Safety Performance Metrics X Allow Repricing of Stock Options Withou

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