Twin Disc Files Definitive Proxy Statement

TL;DR

Twin Disc's proxy statement is out for shareholder votes on directors & auditors. Get ready to vote!

AI Summary

Twin Disc, Incorporated filed a Definitive Proxy Statement (DEF 14A) on September 13, 2024, for its fiscal year ending June 30, 2024. The filing concerns the annual meeting of shareholders, where key proposals such as the election of directors and ratification of the independent registered public accounting firm will be presented. The company is headquartered at 1328 Racine St, Racine, WI 53403.

Why It Matters

This filing provides shareholders with crucial information regarding upcoming votes on corporate governance and executive compensation, enabling informed participation in the company's decision-making process.

Risk Assessment

Risk Level: low — This is a routine annual filing (DEF 14A) that outlines standard corporate governance matters and does not contain significant new financial or strategic information that would immediately impact risk.

Key Players & Entities

• TWIN DISC INC (company) — Registrant
• 20240913 (date) — Filing Date
• 20241031 (date) — Fiscal Year End
• 1328 RACINE ST (address) — Company Business Address
• RACINE (location) — Company City
• WI (location) — Company State
• 53403 (postal_code) — Company Zip Code
• 2626384000 (phone_number) — Company Phone Number

FAQ

Filing Documents

• twin20240912_def14a.htm (DEF 14A) — 795KB
• card01.jpg (GRAPHIC) — 175KB
• card02.jpg (GRAPHIC) — 131KB
• chart01.jpg (GRAPHIC) — 92KB
• chart02.jpg (GRAPHIC) — 95KB
• logo.jpg (GRAPHIC) — 8KB
• logosm.jpg (GRAPHIC) — 4KB
• notice01.jpg (GRAPHIC) — 315KB
• notice02.jpg (GRAPHIC) — 221KB
• proxy01.jpg (GRAPHIC) — 308KB
• proxy02.jpg (GRAPHIC) — 169KB
• 0001437749-24-029097.txt ( ) — 2874KB

From the Filing

DEF 14A 1 twin20240912_def14a.htm FORM DEF 14A twin20240912_def14a.htm SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 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 Under Section 240.14a-2. Twin Disc, Incorporated (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 the appropriate box): 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)(1) and 0-11 TWIN DISC, INCORPORATED 222 East Erie Street, Suite 400, Milwaukee, Wisconsin 53202 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS – OCTOBER 31, 2024 NOTICE IS HEREBY GIVEN TO THE SHAREHOLDERS OF TWIN DISC, INCORPORATED The Annual Meeting of Shareholders (the "Annual Meeting") of Twin Disc, Incorporated, a Wisconsin corporation (the "Corporation"), will be held at 2:00 P.M. (Central Time) on Thursday, October 31, 2024, at the offices of von Briesen & Roper, s.c., 411 East Wisconsin Avenue, Suite 1000, Milwaukee, Wisconsin 53202 for the following purposes: 1. To elect two Directors to serve until the Annual Meeting of Shareholders in 2027. 2. To consider an advisory vote to approve the compensation of the Corporation's Named Executive Officers. 3. To approve the Twin Disc, Incorporated Amended and Restated 2021 Omnibus Incentive Plan. 4. To ratify the appointment of RSM US LLP, an independent registered public accounting firm, as our independent auditors for the fiscal year ending June 30, 2025. 5. To transact any other business that may properly come before the Annual Meeting. Only holders of record of shares of common stock of the Corporation at the close of business on August 23, 2024, shall be entitled to vote at the Annual Meeting. A proxy appointment card and our proxy statement are enclosed with this notice. The proxy card shows the form in which your shares are registered and affords you the opportunity to direct the voting of those shares, even if you are unable to attend the Annual Meeting in person. Please review these proxy materials and follow the applicable instructions. Jeffrey S. Knutson Secretary Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be Held on October 31, 2024 Our proxy materials, including the Proxy Statement and 2024 Annual Report on Form 10-K, are available over the internet at http://i r.twindisc.com/proxy , and most of our stockholders will receive only a notice ("Notice") containing instructions on how to access the proxy materials over the internet and vote online. If you receive this Notice but would still like to receive paper copies of the proxy materials, please follow the instructions on the Notice or on the website referred to on the Notice. TWIN DISC, INCORPORATED 2024 ANNUAL REPORT | PROXY | 1 YOUR VOTE IS IMPORTANT! WHETHER OR NOT YOU PLAN TO ATTEND THE ANNUAL MEETING OF SHAREHOLDERS IN PERSON, WE ASK YOU TO PLEASE TAKE ADVANTAGE OF ONE OF THE OPTIONS YOU HAVE FOR VOTING YOUR SHARES IN ADVANCE OF THE ANNUAL MEETING. MOST SHAREHOLDERS HAVE THREE OPTIONS FOR SUBMITTING THEIR VOTE: (1) VIA THE INTERNET; (2) BY TELEPHONE; OR (3) IF YOU RECEIVED PAPER COPIES OF THE PROXY MATERIALS, BY SIGNING AND RETURNING YOUR PROXY APPOINTMENT IN THE ENCLOSED ENVELOPE. THE APPLICABLE INSTRUCTIONS AND DEADLINES FOR EACH OPTION ARE STATED ON THE PROXY CARD AND IN THE PROXY STATEMENT. IF YOUR PROXY APPOINTMENT / VOTING INSTRUCTIONS ARE NOT RECEIVED BEFORE THE APPLICABLE DEADLINE, THE PROXY WILL BE RULED INVALID. AFTER SUBMITTING YOUR VOTING INSTRUCTIONS, SHOULD YOU FIND IT CONVENIENT TO ATTEND THE MEETING, YOU MAY REVOKE YOUR PRIOR INSTRUCTIONS AND VOTE IN PERSON. TWIN DISC, INCORPORATED 2024 ANNUAL REPORT | PROXY | 2 2024 Proxy Statement TWIN DISC, INCORPORATED September 13, 2024 DATE, TIME AND PLACE OF MEETING This proxy statement is furnished in connection with the solicitation by the Board of Directors of the Corporation of proxies for use at the Annual Meeting of Shareholders to be held at 2:00 P.M. (Central Time), at the offices of von Briesen & Roper, s.c., 411 East Wisconsin Avenue, Suite 1000, Milwaukee, Wisconsin, 53202 on Thursday, October 31, 2024, or any adjournment thereof. Holders of common stock of record at the close of business on August 23, 2024 (the "Record Date"), are entitled to vote at the Annual Meeting and each shareholder shall have one vote for each share of common stock registered in the shareholder's name. Shares represented by a signed proxy appointment or electronic proxy vote will

View Full Filing

View this DEF 14A filing on SEC EDGAR