Sypris Solutions Inc. Announces 2024 Annual Meeting of Stockholders

TL;DR

<b>Sypris Solutions, Inc. will hold its 2024 Annual Meeting on June 5th, with key agenda items including director elections and executive compensation approval.</b>

AI Summary

SYPRIS SOLUTIONS INC (SYPR) filed a Proxy Statement (DEF 14A) with the SEC on April 26, 2024. The 2024 Annual Meeting of Stockholders for Sypris Solutions, Inc. will be held on Wednesday, June 05, 2024, at 11:00 a.m. Eastern Time. The meeting will take place at the Residence Inn by Marriott, Rock Bridge Room, in Louisville, Kentucky. Key items of business include the election of two Class I members to the Board of Directors. Stockholders will also vote on an advisory approval of the company's named executive officer compensation. The record date for determining stockholders entitled to vote is April 15, 2024.

Why It Matters

For investors and stakeholders tracking SYPRIS SOLUTIONS INC, this filing contains several important signals. This filing is a definitive proxy statement, indicating that the company is formally soliciting shareholder votes for its upcoming annual meeting. The agenda includes critical governance matters such as electing board members and approving executive pay, which directly impact company strategy and shareholder value.

Risk Assessment

Risk Level: low — SYPRIS SOLUTIONS INC shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting, with no immediate financial or operational red flags presented.

Analyst Insight

Shareholders should review the proxy materials carefully to understand the nominees for the Board of Directors and the executive compensation proposals before voting.

Key Numbers

• June 05, 2024 — Annual Meeting Date (Date of the 2024 Annual Meeting of Stockholders)
• 11:00 a.m. Eastern Time — Annual Meeting Time (Time of the 2024 Annual Meeting of Stockholders)
• April 15, 2024 — Record Date (Record date for determining stockholders entitled to vote)
• 20240426 — Filing Date (Date the definitive proxy statement was filed)

Key Players & Entities

• Sypris Solutions, Inc. (company) — Registrant name
• Jeffrey T. Gill (person) — Chairman of the Board, President and Chief Executive Officer
• Group Technologies Corp (company) — Former company name

FAQ

Industry Context

Sypris Solutions, Inc. operates in the industrial instruments sector, focusing on measurement, display, and control.

Regulatory Implications

This filing is a Schedule 14A (DEF 14A), a definitive proxy statement filed under the Securities Exchange Act of 1934, used to solicit shareholder votes.

What Investors Should Do

1. Review the biographies and qualifications of the Class I director nominees.
2. Evaluate the advisory resolution on executive compensation, considering the company's performance and compensation philosophy.
3. Understand the voting procedures and deadlines to ensure your vote is counted.

Key Dates

• 2024-06-05: Annual Meeting of Stockholders — To elect directors and vote on executive compensation.
• 2024-04-15: Record Date — Determines which stockholders are entitled to vote at the annual meeting.
• 2024-04-26: Filing Date — Date the definitive proxy statement was filed with the SEC.

Year-Over-Year Comparison

This is the initial filing for the 2024 Annual Meeting of Stockholders; no prior period comparison is available within this document.

Filing Documents

• d543124ddef14a.htm (DEF 14A) — 293KB
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• 0001193125-24-115986.txt (&nbsp;) — 663KB

From the Filing

DEF 14A 1 d543124ddef14a.htm DEF 14A DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 Sypris Solutions, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(I) and 0-11. Table of Contents Notice of 2024 Annual Meeting and Proxy Statement Table of Contents SYPRIS SOLUTIONS, INC. 101 Bullitt Lane, Suite 450 Louisville, Kentucky 40222 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TIME 11:00 a.m. Eastern Time Wednesday, June 05, 2024 PLACE Residence Inn by Marriott Rock Bridge Room 401 Bullitt Lane, Louisville, Kentucky 40222 ITEMS OF BUSINESS (1) To elect the two Class I members of the Board of Directors named in this Proxy Statement. (2) An advisory approval of the Companys named executive officer compensation. (3) To transact such other business as may properly come before the meeting and any postponement or adjournment thereof. RECORD DATE Holders of record of Sypris Solutions, Inc. common stock at the close of business on April 15, 2024, are entitled to vote at the meeting. PROXY VOTING It is important that your shares be represented and voted at the meeting. If you are a holder of record, you can vote your shares in one of four ways: (1) Visit the website noted on your proxy card to vote via the Internet; (2) Use the toll-free telephone number on your proxy card to vote by telephone; (3) Sign, date and return your proxy card in the enclosed envelope to vote by mail; or (4) Attend the meeting in person. If you are a beneficial owner of shares registered in the name of your broker, bank or other nominee, you should have received a voting instructions card with these proxy materials from that organization rather than from us. Follow the instructions from your broker, bank or other nominee included with these proxy materials, or contact your broker, bank or other nominee to request a legal proxy. A Proxy Statement describing matters to be considered at the Annual Meeting is attached to this notice. Jeffrey T. Gill Chairman of the Board, President and Chief Executive Officer April 26, 2024 Important Notice Regarding the Availability of Proxy Materials The notice of annual meeting of stockholders to be held on June 5, 2024, this Proxy Table of Contents TABLE OF CONTENTS Page PROXY STATEMENT 1 GOVERNANCE OF THE COMPANY 4 RELATIONSHIP WITH INDEPENDENT PUBLIC ACCOUNTANTS 9 AUDIT AND FINANCE COMMITTEE REPORT 11 PROPOSAL ONE, ELECTION OF DIRECTORS 12 CLASS I DIRECTOR NOMINEES FOR TERMS EXPIRING IN 2027 13 CLASS II DIRECTORS WHOSE TERMS EXPIRE IN 2025 14 CLASS III DIRECTORS WHOSE TERMS EXPIRE IN 2026 15 STOCK OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 16 EXECUTIVE OFFICERS 18 SUMMARY COMPENSATION TABLE 19 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2023 22 PAY VERSUS PERFORMANCE 22 2023 DIRECTOR COMPENSATION 25 PROPOSAL TWO, ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION 26 AVAILABILITY OF ANNUAL REPORT ON FORM 10-K 27 OTHER MATTERS 27 SUBMISSION OF STOCKHOLDERS PROPOSALS 27 Table of Contents Sypris Solutions, Inc. 101 Bullitt Lane, Suite 450 Louisville, Kentucky 40222 PROXY STATEMENT We are providing this Proxy Statement to you in connection with the solicitation by the Board of Directors of Sypris Solutions, Inc. (the Board) of proxies to be voted at our 2024 annual meeting of stockholders and at any postponement or adjournment thereof. In this Proxy Statement, we refer to Sypris Solutions, Inc. as Sypris, Sypris Solutions, we, our or the Company. We refer to our 2024 annual meeting of stockholders as the Annual Meeting. You are cordially invited to attend the Annual Meeting on June 5, 2024, beginning at 11:00 a.m. Eastern Time. The Annual Meeting will be held at the Residence Inn by Marriott, 401 Bullitt Lane, Rock Bridge Room, Louisville, Kentucky 40222. We are first mailing or giving this Proxy Statement on or about April 26, 2024, to holders of our common stock (Common Stock) at the close of business on April 15, 2024, which is the Record Date for the Annual Meeting. Proxies, Quorum and Voting Procedures Proxies Stockholders of Record: Shares Registered in Your Name Your vote is important. If

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View this DEF 14A filing on SEC EDGAR