Dycom Industries Inc. Files Definitive Proxy Statement

Ticker: DY · Form: DEF 14A · Filed: 2024-04-12T00:00:00.000Z

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Dycom Industries, Executive Compensation, Shareholder Voting

TL;DR

<b>Dycom Industries Inc. has filed its Definitive Proxy Statement for the upcoming period.</b>

AI Summary

DYCOM INDUSTRIES INC (DY) filed a Proxy Statement (DEF 14A) with the SEC on April 12, 2024. Dycom Industries Inc. filed a Definitive Proxy Statement (DEF 14A) on April 12, 2024. The filing covers the period ending May 23, 2024. The company's fiscal year ends on January 27. Dycom Industries Inc. was formerly known as Mobile Home Dynamics Inc., with a name change on March 2, 1982. The filing includes details related to executive compensation and stock awards across multiple fiscal years.

Why It Matters

For investors and stakeholders tracking DYCOM INDUSTRIES INC, this filing contains several important signals. This filing is crucial for shareholders to understand executive compensation, voting matters, and corporate governance before the annual meeting. It provides detailed financial information and disclosures relevant to investment decisions and shareholder engagement.

Risk Assessment

Risk Level: low — DYCOM INDUSTRIES INC shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard corporate disclosures rather than immediate financial distress or significant new risks.

Analyst Insight

Review the executive compensation details and any proposed shareholder resolutions to inform voting decisions.

Key Numbers

Key Players & Entities

FAQ

When did DYCOM INDUSTRIES INC file this DEF 14A?

DYCOM INDUSTRIES INC filed this Proxy Statement (DEF 14A) with the SEC on April 12, 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 DYCOM INDUSTRIES INC (DY).

Where can I read the original DEF 14A filing from DYCOM INDUSTRIES 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 DYCOM INDUSTRIES INC.

What are the key takeaways from DYCOM INDUSTRIES INC's DEF 14A?

DYCOM INDUSTRIES INC filed this DEF 14A on April 12, 2024. Key takeaways: Dycom Industries Inc. filed a Definitive Proxy Statement (DEF 14A) on April 12, 2024.. The filing covers the period ending May 23, 2024.. The company's fiscal year ends on January 27..

Is DYCOM INDUSTRIES INC a risky investment based on this filing?

Based on this DEF 14A, DYCOM INDUSTRIES INC presents a relatively low-risk profile. The filing is a routine DEF 14A, indicating standard corporate disclosures rather than immediate financial distress or significant new risks.

What should investors do after reading DYCOM INDUSTRIES INC's DEF 14A?

Review the executive compensation details and any proposed shareholder resolutions to inform voting decisions. The overall sentiment from this filing is neutral.

How does DYCOM INDUSTRIES INC compare to its industry peers?

Dycom Industries operates in the water, sewer, pipeline, and power line construction sector.

Are there regulatory concerns for DYCOM INDUSTRIES INC?

The filing is a standard DEF 14A under the Securities Exchange Act of 1934, requiring public companies to provide detailed information to shareholders for annual meetings.

Industry Context

Dycom Industries operates in the water, sewer, pipeline, and power line construction sector.

Regulatory Implications

The filing is a standard DEF 14A under the Securities Exchange Act of 1934, requiring public companies to provide detailed information to shareholders for annual meetings.

What Investors Should Do

  1. Analyze the Summary Compensation Table for executive pay details.
  2. Review proposals to be voted on at the shareholder meeting.
  3. Check for any changes in board composition or governance policies.

Key Dates

Year-Over-Year Comparison

This is the initial filing of the DEF 14A for the current reporting period, with historical data points related to fiscal year ends and name changes provided.

Filing Stats: 4,379 words · 18 min read · ~15 pages · Grade level 13 · Accepted 2024-04-11 17:45:21

Filing Documents

From the Filing

Dycom Industries Inc. - DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) 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 under 240.14a-12 Dycom Industries 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)(1) and 0-11 Table of Contents Table of Contents 11780 U.S. Highway 1, Suite 600 Palm Beach Gardens, Florida 33408 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS Logistics Date and Time Thursday, May 23, 2024 11:00 a.m., Eastern Time Place The Annual Meeting can be attended via a virtual meeting portal. You may attend the meeting and vote by visiting www.virtualshareholdermeeting.com/DY2024 . Record Date The Board of Directors has fixed the close of business on Monday, March 25, 2024 as the record date for determining the shareholders entitled to notice of and to vote at the Annual Meeting. Voting Items Elect the four directors named in the Proxy Statement; Approve, by non-binding advisory vote, executive compensation; Ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent auditor for fiscal 2025; Transact such other business as may properly be brought before the Annual Meeting, and any adjournments or postponements of the Annual Meeting. YOUR VOTE IS IMPORTANT Our shareholders are invited to attend the Annual Meeting, vote and submit questions via live webcast by visiting www.virtualshareholdermeeting.com/DY2024 . Whether or not you attend the Annual Meeting, it is important that your shares be represented and voted at the meeting. We urge you to promptly vote and submit your proxy via the internet, by phone, or, if you received a paper copy of the proxy card by mail, by returning the proxy card in the envelope provided. Instructions for each type of voting are included in the Notice Regarding the Availability of Proxy Materials that you received and in this Proxy Statement. Voting via the internet, by phone or by mailing a proxy card will not limit your right to vote your shares electronically during the Annual Meeting. We have designed the virtual meeting to ensure that our shareholders are given the same rights and opportunities to actively participate in the Annual Meeting as they would be at an in-person meeting, using online tools to facilitate access and participation. By Order of the Board of Directors, Ryan F. Urness Vice President, General Counsel and Secretary April 12, 2024 Advance Voting Methods By Internet www.proxyvote.com By Phone 1-800-690-6903 By Mail Complete and return the proxy card or voting information card. IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON THURSDAY, MAY 23, 2024 The Notice, Proxy Statement and 2024 Annual Report to Shareholders are available on the internet at www.proxyvote.com . 2024 Proxy Statement 1 Table of Contents TABLE OF CONTENTS NOTICE OF ANNUAL MEETING OF SHAREHOLDERS 1 PROXY STATEMENT SUMMARY 3 Director Nominees 3 PROPOSAL 1 ELECTION OF DIRECTORS 4 Nominees for Election at this Meeting 5 Directors Whose Terms Expire at the 2025 Annual Meeting 7 Directors Whose Terms Expire at the 2026 Annual Meeting 8 CORPORATE GOVERNANCE HIGHLIGHTS 9 MISSION & VALUES AND ESG HIGHLIGHTS 11 Dycom Mission & Values 11 ESG at Dycom 11 BOARD OF DIRECTORS AND CORPORATE GOVERNANCE INFORMATION 13 Board Leadership Structure 13 Committees of the Board 14 Selection of Directors 19 Board Role in Risk Oversight 20 Board Practices, Policies and Processes 21 Certain Relationships and Related Transactions 26 DIRECTOR COMPENSATION 27 Compensation of Non-Employee Directors 27 Director Compensation Table 28 PROPOSAL 2 ADVISORY VOTE ON EXECUTIVE COMPENSATION 30 2023 Say-on-Pay Advisory Vote Results 30 COMPENSATION HIGHLIGHTS FOR FISCAL YEAR 2024 31 EXECUTIVE COMPENSATION 33 Compensation Discussion and Analysis 33 Compensation Committee Report 50 Summary Compensation Table 51 Grant of Plan-Based Awards Table 52 Outstanding Equity Awards Table 53 Option Exercises and Stock Vested Table 55 CEO Pay Ratio 56 2024 Pay Versus Performance Table and Supporting Narrative 57 Potential Payments Upon Termination of Employmen

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