Primoris Services Corporation Announces 2024 Annual Meeting of Stockholders
Ticker: PRIM · Form: DEF 14A · Filed: 2024-03-22T00:00:00.000Z
Sentiment: neutral
Topics: Proxy Statement, Annual Meeting, Infrastructure, Shareholder Value, Operational Productivity
TL;DR
<b>Primoris Services Corporation invites stockholders to its 2024 virtual Annual Meeting on May 1st, highlighting infrastructure modernization and operational focus.</b>
AI Summary
Primoris Services Corp (PRIM) filed a Proxy Statement (DEF 14A) with the SEC on March 22, 2024. Primoris Services Corporation will hold its 2024 Annual Meeting of Stockholders virtually on May 1, 2024, at 9:00 a.m. Central Time. Stockholders must register for the virtual meeting by 11:59 p.m. Central Time on April 26, 2024, using their control number. The company emphasizes a focus on operational productivity, talent development, and a robust project mix aligned with market demands. Primoris aims for profitable growth by facilitating North America's infrastructure modernization through safe and consistent execution. The proxy statement encourages stockholders to vote their shares prior to the meeting and review the accompanying Annual Report on SEC Form 10-K.
Why It Matters
For investors and stakeholders tracking Primoris Services Corp, this filing contains several important signals. The annual meeting is a key event for shareholders to understand the company's strategic direction, operational performance, and future outlook. The focus on infrastructure modernization and operational productivity signals management's strategy to capitalize on market opportunities and drive shareholder value.
Risk Assessment
Risk Level: low — Primoris Services Corp shows low risk based on this filing. The filing is a routine proxy statement (DEF 14A) and does not contain new financial or operational disclosures beyond what is typically found in such documents.
Analyst Insight
Review the proxy statement for details on board nominations, executive compensation, and any shareholder proposals to inform voting decisions.
Key Numbers
- 2024 — Annual Meeting Year (2024 Annual Meeting of Stockholders.)
- May 1 — Annual Meeting Date (Wednesday, May 1, 2024.)
- 9:00 a.m. Central Time — Annual Meeting Time (9:00 a.m. Central Time.)
- April 26 — Registration Deadline (11:59 p.m. Central Time on April 26, 2024.)
Key Players & Entities
- Primoris Services Corporation (company) — Registrant and filer of the proxy statement.
- NYSE (company) — Stock exchange where Primoris Services Corporation is listed.
- SEC (regulator) — Securities and Exchange Commission, recipient of the filing.
- 2024 (date) — Year of the Annual Meeting.
- May 1, 2024 (date) — Date of the Annual Meeting.
- April 26, 2024 (date) — Registration deadline for the virtual meeting.
FAQ
When did Primoris Services Corp file this DEF 14A?
Primoris Services Corp filed this Proxy Statement (DEF 14A) with the SEC on March 22, 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 Primoris Services Corp (PRIM).
Where can I read the original DEF 14A filing from Primoris Services Corp?
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 Primoris Services Corp.
What are the key takeaways from Primoris Services Corp's DEF 14A?
Primoris Services Corp filed this DEF 14A on March 22, 2024. Key takeaways: Primoris Services Corporation will hold its 2024 Annual Meeting of Stockholders virtually on May 1, 2024, at 9:00 a.m. Central Time.. Stockholders must register for the virtual meeting by 11:59 p.m. Central Time on April 26, 2024, using their control number.. The company emphasizes a focus on operational productivity, talent development, and a robust project mix aligned with market demands..
Is Primoris Services Corp a risky investment based on this filing?
Based on this DEF 14A, Primoris Services Corp presents a relatively low-risk profile. The filing is a routine proxy statement (DEF 14A) and does not contain new financial or operational disclosures beyond what is typically found in such documents.
What should investors do after reading Primoris Services Corp's DEF 14A?
Review the proxy statement for details on board nominations, executive compensation, and any shareholder proposals to inform voting decisions. The overall sentiment from this filing is neutral.
How does Primoris Services Corp compare to its industry peers?
Primoris Services Corporation operates in the water, sewer, pipeline, and power line construction industry, a sector critical for infrastructure development and modernization.
Are there regulatory concerns for Primoris Services Corp?
The filing is made under Schedule 14A of the Securities Exchange Act of 1934, which governs the solicitation of proxies from shareholders.
Industry Context
Primoris Services Corporation operates in the water, sewer, pipeline, and power line construction industry, a sector critical for infrastructure development and modernization.
Regulatory Implications
The filing is made under Schedule 14A of the Securities Exchange Act of 1934, which governs the solicitation of proxies from shareholders.
What Investors Should Do
- Register for the virtual 2024 Annual Meeting by April 26, 2024.
- Review the proxy statement and Annual Report on Form 10-K for company performance and governance details.
- Vote shares prior to the Annual Meeting using the provided proxy card.
Key Dates
- 2024-05-01: 2024 Annual Meeting of Stockholders — Key date for shareholders to participate in company governance and receive updates.
- 2024-04-26: Virtual Meeting Registration Deadline — Cut-off date for shareholders to register to attend the virtual meeting.
Year-Over-Year Comparison
This filing is a definitive proxy statement (DEF 14A) for the 2024 Annual Meeting, providing information typically released annually to shareholders regarding governance and meeting proceedings.
Filing Stats: 4,421 words · 18 min read · ~15 pages · Grade level 14.1 · Accepted 2024-03-22 16:06:47
Key Financial Figures
- $5.7 b — ear. The Company's revenue for 2023 was $5.7 billion, which was up more than 29% from
- $7.5 billion — During the year we were awarded almost $7.5 billion of work which resulted in ending the ye
- $10.9 billion — which resulted in ending the year with $10.9 billion of total backlog, an increase of approx
- $5.2 billion — 2022. This includes a fixed backlog of $5.2 billion and a master service agreement ("MSA")
- $5.7 billion — er service agreement ("MSA") backlog of $5.7 billion. These awards came across many of our b
- $126.1 m — The Company's full year net income was $126.1 million, or $2.33 per fully diluted share
- $2.33 — year net income was $126.1 million, or $2.33 per fully diluted share, a slight decli
- $253.1 million — g income increased almost 30 percent to $253.1 million and cash flow from operations increased
- $200 million — low from operations increased to nearly $200 million in 2023. Record revenue for the eight
- $1.8 billion — nstruction franchise with approximately $1.8 billion in announced projects in 2023 Cash fl
- $198 million — in 2023 Cash flow from operations of $198 million 4 | PRIMORIS 2024 PROXY STATEMENT
- $2.4 billion — s to finish the year with approximately $2.4 billion in solar backlog that have us well-posi
- $1.8B — . Supporting the Energy Transition $1.8Bn in new solar project awards announc
- $2.4B — n new solar project awards announced $2.4Bn in new solar projects at year-end 2
Filing Documents
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Security Ownership of 5% or Greater Stockholders, Directors, Director Nominees and Executive Officers
Security Ownership of 5% or Greater Stockholders, Directors, Director Nominees and Executive Officers 38 Delinquent Section 16(a) Reports 39 INFORMATION ABOUT AUDIT FEES AND SERVICES 40 Independent Registered Public Accounting Firm Fees and Services 40 Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Registered Public Accounting Firm 40 AUDIT COMMITTEE REPORT 41 EXECUTIVE LEADERSHIP 42
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 43 Compensation Discussion and Analysis 43 Net Income Component 48 New Business Generated Component 48 Cash Management Component 49 Safety Performance Component 50 Cumulative Net Income Component 51 Operating Margin Percentage Component 51 Other Compensation Items 52 Employment Agreements for Named Executive Officers 53 TABLE OF CONTENTS COMPENSATION COMMITTEE REPORT 55 COMPENSATION TABLES 56 Summary Compensation Table 56 Grants of Plan-Based Awards, Outstanding Equity Awards at Fiscal Year-End, Options Exercised and Stock Grants Vested 57 Potential Payments Upon Termination 58 Pay Ratio Disclosure 59 Retirement Plans 60 Equity Compensation Plans 60 2023 PAY VERSUS PERFORMANCE DISCLOSURE 61 STOCKHOLDER PROPOSALS FOR OUR 2025 ANNUAL MEETING 64 OTHER MATTERS 65 TABLE OF CONTENTS PROXY STATEMENT SUMMARY Voting Matters, Vote Recommendations and Rationale Voting Matter Board Voting Recommendation Proposal 1: Election of Directors The Board believes that each of the Director nominees possess the right set of skills, experience and background necessary to oversee our business and protect the interests of shareholders. FOR each nominee (see page 12) Proposal 2: To Approve, in an Advisory, Non-Binding Vote, the Company's Named Executive Officer Compensation The Board and the Compensation Committee believe that compensation policies and procedures are competitive and strongly aligned with the long-term interest of our stockholders. FOR Proposal 3: Ratification of Selection of Independent Registered Public Accounting Firm The Board and the Audit Committee believe that the retention of Moss Adams LLP is in the best interest of the Company and its stockholders. FOR 2024 PROXY STATEMENT PRIMORIS | 1 TABLE OF CONTENTS Proxy Statement Summary How to Vote Online Vote by Mail Changing your vote after returning your proxy card St
Executive compensation based on performance of corporate objectives
Executive compensation based on performance of corporate objectives Clawback compensation in the event of an accounting restatement Stock ownership guidelines for executive officers and Directors Independent compensation consultant engaged by the Compensation Committee All Directors on the Compensation Committee are independent What We Don't Have No additional retirement benefits are afforded our executives that are not provided to all employees No speculative transactions are allowed amongst Directors and executive officers No excessive perquisites No strict benchmarking of compensation to a specific percentile of our peer group Annual Incentive Plan The Company's annual incentive plan for senior leadership and executives is designed to provide annual awards payable in cash based on the performance award formula below: Performance Award Formula 2024 PROXY STATEMENT PRIMORIS | 5 TABLE OF CONTENTS Proxy Statement Summary Corporate Governance Highlights We believe that good corporate governance practices enable us to meet financial, operational, and strategic objectives, while advancing the long-term interests of our stockholders and promoting accountability and responsiveness amongst the Board and corporate management team. Separate CEO and Chairman of the Board roles Succession Planning Process All committees are chaired by an independent director Stock Ownership Guidelines for Directors and Officers Annual Board and Committee Evaluation Clawback Policy No interlocking relationships exist between members of our Board and members of any other board Mandatory Board retirement age of 75 Board Risk Oversight Corporate code of conduct Proposed Board Overview Independence Tenure Age Gender and Ethnic Diversity The following table provides summary information about each Director nominee. COMMITTEES Director and Principal Occupation Age Director Since Audit Compensation Nominating and Cor