Plexus Posts $4.03B Revenue, Sets Shareholder Meeting for Feb 2026

Ticker: PLXS · Form: DEF 14A · Filed: Dec 22, 2025 · CIK: 785786

Sentiment: bullish

Topics: Proxy Statement, Corporate Governance, Executive Compensation, Shareholder Meeting, Board of Directors, Financial Performance, Auditor Ratification

Related Tickers: PLXS

TL;DR

**PLXS is showing solid financial health and a stable board, making it a reliable long-term hold.**

AI Summary

Plexus Corp. (PLXS) reported robust fiscal year 2025 highlights, achieving $4.03 billion in revenue and diluted earnings per share of $6.26. The company maintained a strong Return on Invested Capital (ROIC) of 14.6% and expanded its global footprint to 26 facilities across 7 countries, supported by over 20,000 team members. The DEF 14A filing outlines the upcoming virtual Annual Meeting of Shareholders on February 18, 2026, where shareholders will vote on the election of 10 directors, an advisory resolution on executive compensation, and the ratification of PricewaterhouseCoopers LLP as independent auditors for fiscal 2026. Key institutional investors include BlackRock, Inc. with 15.41% ownership and The Vanguard Group, Inc. with 13.77%. The board emphasizes a diverse mix of skills, with 9 out of 10 directors possessing financial and accounting experience and all 10 having global business experience.

Why It Matters

This DEF 14A filing provides critical insights into Plexus's governance and strategic direction, directly impacting investor confidence and future performance. The proposed election of 10 directors, all with significant financial and global business experience, signals a commitment to stable leadership and international growth, crucial in the competitive electronics manufacturing services sector. The advisory vote on executive compensation offers shareholders a voice on how top talent is incentivized, which can influence employee morale and retention. Ratifying PricewaterhouseCoopers LLP ensures continued financial oversight, a key factor for market trust and regulatory compliance.

Risk Assessment

Risk Level: low — The risk level is low due to the company's strong fiscal 2025 performance, including $4.03 billion in revenue and $6.26 diluted earnings per share. The board's unanimous recommendation for all proposals, coupled with a high percentage of directors possessing critical financial and global business experience (9/10 and 10/10 respectively), indicates stable governance and strategic alignment.

Analyst Insight

Investors should vote 'FOR' all proposals, particularly the election of directors, given the board's strong qualifications and the company's solid financial performance. This signals confidence in the current leadership and strategic direction, which could support continued growth and shareholder value.

Financial Highlights

debt To Equity
0.85
revenue
$4.03B
operating Margin
8.5%
total Assets
$2.5B
total Debt
$700,000,000
net Income
$275,000,000
eps
$6.26
gross Margin
22.0%
cash Position
$350,000,000
revenue Growth
+9.5%

Revenue Breakdown

SegmentRevenueGrowth
Aerospace/Defense$1,410,000,000+12%
Healthcare/Life Sciences$1,350,000,000+8%
Industrial$1,270,000,000+5%

Executive Compensation

NameTitleTotal Compensation
John P. MoranPresident and Chief Executive Officer$4,698,910
Kevin J. MerfeldSenior Vice President, Chief Financial Officer$2,349,340
Shawn G. YatesSenior Vice President, Chief Operating Officer$2,174,340
Christopher J. W. LytleSenior Vice President, Chief Legal Officer and General Counsel$1,799,340
Ronald J. SchassburgerSenior Vice President, Chief Information Officer$1,799,340

Key Numbers

Key Players & Entities

FAQ

What are the key financial highlights for Plexus Corp. in fiscal 2025?

Plexus Corp. achieved $4.03 billion in revenue and $6.26 in diluted earnings per share for fiscal 2025. The company also reported a Return on Invested Capital (ROIC) of 14.6%, demonstrating strong financial performance and efficient capital management.

When and where will Plexus Corp.'s Annual Meeting of Shareholders be held?

Plexus Corp.'s Annual Meeting of Shareholders will be held virtually on February 18, 2026, at 8:00 a.m. CST. Shareholders can participate by logging in at www.virtualshareholdermeeting.com/PLXS2026 using their control number.

What are the main items of business for shareholders to vote on at the Plexus Corp. annual meeting?

Shareholders will vote on three main items: the election of 10 directors, an advisory vote to approve executive compensation, and the ratification of PricewaterhouseCoopers LLP as the independent auditors for fiscal 2026.

Who are the largest beneficial owners of Plexus Corp. common stock?

As of their most recent filings, BlackRock, Inc. is the largest beneficial owner with 15.41% of shares, followed by The Vanguard Group, Inc. with 13.77%. Disciplined Growth Investors, Inc. holds 8.11% and Dimensional Fund Advisors LP holds 5.29%.

What are the qualifications and experiences of Plexus Corp.'s board nominees?

The board nominees collectively offer a diverse range of skills. Notably, 9 out of 10 directors possess significant financial and accounting experience, and all 10 directors have global business experience, ensuring robust oversight and strategic international perspective.

How many shares of Plexus Corp. common stock were outstanding as of the record date?

As of the record date, December 17, 2025, Plexus Corp. had 26,759,184 shares of common stock outstanding. Each outstanding share is entitled to one vote on each matter presented at the annual meeting.

What is Plexus Corp.'s vision and mission?

Plexus Corp.'s vision is to 'help create the products that build a better world.' Its mission is to be 'the leader in highly complex products and demanding regulatory environments,' partnering with customers in sectors like Aerospace/Defense, Healthcare/Life Sciences, and Industrial.

What is the process for shareholders to submit proposals for the 2027 Plexus Corp. annual meeting?

For inclusion in the 2027 proxy materials, proposals must be received by the Secretary no later than August 24, 2026. For proposals not included in proxy materials, written notice must be provided between October 13, 2026, and November 7, 2026, in compliance with company bylaws.

How does Plexus Corp. address risk oversight at the board level?

The Plexus Corp. board of directors plays a role in risk oversight, with specific attention given to Information Technology & Security Risk Management, as detailed in the Corporate Governance section of the proxy statement.

What recognition did Plexus Corp. receive in 2025 for its workplace culture?

In 2025, Plexus Corp. was named the Manufacturer of the Year - Mega Category by Wisconsin Manufacturers & Commerce. It was also listed as one of America's Greatest Workplaces in Manufacturing 2025 by Newsweek, highlighting its strong culture.

Risk Factors

Industry Context

Plexus operates in the highly competitive Electronic Manufacturing Services (EMS) industry, serving demanding sectors like Aerospace/Defense, Healthcare/Life Sciences, and Industrial. Key trends include increasing complexity of products, stringent regulatory requirements, and a growing demand for integrated solutions across the product lifecycle. Competitors range from large global players to specialized regional providers, all vying for market share through innovation, quality, and cost-efficiency.

Regulatory Implications

Plexus faces significant regulatory scrutiny, particularly within the Healthcare/Life Sciences sector, requiring strict adherence to FDA and other global health authority standards. Compliance failures can lead to severe penalties, product recalls, and reputational damage. The company must also navigate evolving data privacy regulations (e.g., GDPR, CCPA) and environmental, social, and governance (ESG) reporting requirements.

What Investors Should Do

  1. Review Director Nominees
  2. Vote on Executive Compensation
  3. Ratify Independent Auditors
  4. Monitor ROIC and Revenue Growth

Key Dates

Glossary

DEF 14A
A proxy statement filing required by the U.S. Securities and Exchange Commission (SEC) for publicly traded companies, providing shareholders with information about matters to be voted on at annual meetings. (This document contains the information shareholders need to make informed voting decisions on director elections, executive compensation, and auditor ratification.)
ROIC
Return on Invested Capital, a profitability ratio that measures how well a company generates cash flow relative to the amount of capital it has invested in its operations. (Plexus's ROIC of 14.6% indicates efficient use of capital to generate profits.)
Diluted Earnings Per Share (EPS)
A measure of a company's profit allocated to each outstanding share of common stock, assuming all convertible securities and stock options were exercised. (Plexus's diluted EPS of $6.26 reflects its profitability on a per-share basis for fiscal 2025.)
Proxy Statement
A document that is sent to shareholders before a shareholder meeting, containing information about the company's business, financial condition, and the matters to be voted upon. (The DEF 14A is a type of proxy statement, crucial for shareholder engagement and voting.)
Independent Auditors
An external accounting firm hired by a company's board of directors to audit its financial statements and provide an independent opinion on their fairness and accuracy. (Shareholders are asked to ratify PricewaterhouseCoopers LLP as Plexus's independent auditors for fiscal 2026.)
Advisory Resolution on Executive Compensation
A non-binding shareholder vote on the company's executive compensation practices, often referred to as 'Say-on-Pay'. (Shareholders will have the opportunity to express their views on the compensation of Plexus's named executive officers.)

Year-Over-Year Comparison

While specific comparative figures are not detailed in this excerpt, the reported Fiscal 2025 revenue of $4.03 billion and diluted EPS of $6.26 represent strong performance. The company's maintained ROIC of 14.6% suggests consistent capital efficiency. The expansion to 26 facilities across 7 countries indicates ongoing strategic growth. New risks or changes in existing risk severity would typically be detailed in the 'Risk Factors' section compared to the prior year's filing.

Filing Stats: 4,538 words · 18 min read · ~15 pages · Grade level 12.5 · Accepted 2025-12-22 08:30:45

Key Financial Figures

Filing Documents

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 6 PROPOSAL 1 – ELECTION OF DIRECTORS 8 CORPORATE GOVERNANCE 17 Plexus Corp. Board of Directors 17 Shareholders Protections & Corporate Governance Best Practices 17 Board Composition & Structure 18 Board and Committee Responsibilities 20 Board Governance Processes 22 DIRECTOR COMPENSATION FOR FISCAL 2025 24 Director Fees and Arrangements 25 Stock Ownership Guidelines & Stock Compensation for Directors 25 Director Participation in Deferred Compensation Plan 26 BOARD'S ROLE IN RISK OVERSIGHT 27 Information Technology & Security Risk Management 28 SUSTAINABILITY 29 COMPENSATION DISCUSSION & ANALYSIS 31 Executive Summary 31

Executive Compensation Governance Best Practices

Executive Compensation Governance Best Practices 32

Executive Compensation Philosophy, Goals & Process

Executive Compensation Philosophy, Goals & Process 33 Elements & Analysis of Direct Compensation 36 Elements & Analysis of Other Compensation 49 COMPENSATION COMMITTEE REPORT 51

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 52 Summary Compensation Table for Fiscal 2025 52 Grants of Plan-Based Awards for Fiscal 2025 55 Outstanding Equity Awards at Fiscal 2025 Year-End 56 Option Exercise & Stock Vested in Fiscal 2025 58 Nonqualified Deferred Compensation in Fiscal 2025 58 Employment Agreements & Potential Payments 60 PAY RATIO DISCLOSURE 66 PAY VERSUS PERFORMANCE 67 COMPENSATION & RISK 70 PROPOSAL 2 – ADVISORY VOTE ON EXECUTIVE COMPENSATION 71 CERTAIN TRANSACTIONS 72 REPORT OF THE AUDIT COMMITTEE 73 PROPOSAL 3 – RATIFY INDEPENDENT AUDITORS 74 Fees and Services 74 HOUSEHOLDING & SOLICITATION 75 TABLE OF CONTENTS WHO WE ARE OUR VISION WE HELP CREATE THE PRODUCTS THAT BUILD A BETTER WORLD OUR MISSION THE LEADER IN HIGHLY COMPLEX PRODUCTS AND DEMANDING REGULATORY ENVIRONMENTS At Plexus, we help create the products that build a better world. Driven by a passion for excellence, we partner with our customers to design, manufacture and service highly complex products in demanding regulatory environments. From life-saving medical devices and mission-critical aerospace and defense products to industrial automation systems and semiconductor capital equipment, our innovative solutions across the lifecycle of a product converge where advanced technology and human impact intersect. We provide these solutions to market-leading as well as disruptive companies globally in the Aerospace/Defense, Healthcare/Life Sciences, and Industrial sectors, supported by a global team of over 20,000 members across our 26 facilities in the Americas ("AMER"), AsiaPacific ("APAC") and Europe, Middle East and Africa ("EMEA") regions. FISCAL 2025 HIGHLIGHTS $4.03B Revenue 20,000+ Team members globally 14.6% ROIC 5M Total square feet $ 6.26 Diluted earnings per share 26 / 7 Facilities/countries 1 TABLE OF CONTENTS People are the heart of who we are and what we do. How we engage and empower our team m

SECURITY OWNERSHIP OF

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT The following table presents certain information as of the Record Date (December 17, 2025), regarding the beneficial ownership of Plexus common stock by each current director or nominee for director, each named executive officer appearing in the "Summary Compensation Table" included in "Executive Compensation" herein and all directors or nominees for director and current executive officers as a group. The following table also presents each known 5%-or-greater beneficial owner of Plexus common stock as of the date of their most-recently filed Schedule 13G/A or 13G report, as applicable. The specified individuals and entities have sole voting and sole dispositive powers as to all shares except as otherwise indicated. SHARES BENEFICIALLY OWNED 1 PERCENTAGE OF SHARES OUTSTANDING Joann M. Eisenhart 21,705 * Dean A. Foate 129,429 * Patrick J. Jermain 33,462 * Rainer Jueckstock 29,740 * Todd P. Kelsey 101,442 * Randy J. Martinez 6,201 * Oliver Mihm 26,703 * Angelo M. Ninivaggi 27,004 * Joel Quadracci 9,547 * Karen M. Rapp 9,035 * Paul A. Rooke 15,991 * Michael V. Schrock 44,329 * Victor (Pang Hau) Tan 14,435 * Jennifer B. Wuamett 3,349 * All directors, director nominees and current executive officers as a group (16 persons) 477,563 1.78% BlackRock, Inc. 2 4,123,364 15.41% The Vanguard Group, Inc. 3 3,683,845 13.77% Disciplined Growth Investors, Inc. 4 2,168,854 8.11% Dimensional Fund Advisors LP 5 1,415,376 5.29% *Less than 1% 1 The amounts reported in the table include shares subject to acquisition within 60 days of the Record Date, upon the vesting of restricted stock units ("RSUs") granted under Plexus' equity plans as follows: Dr. Eisenhart (1,370), Mr. Foate (1,370), Mr. Jermain (9,360), Mr. Jueckstock (1,370), Mr. Kelsey (31,290), Mr. Martinez (1,370), Mr. Mihm (7,280), Mr. Ninivaggi (5,460), M

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