Mistras Group Announces Board Changes and Executive Compensation
Ticker: MG · Form: 8-K · Filed: May 20, 2024 · CIK: 1436126
Sentiment: neutral
Topics: board-changes, executive-compensation, governance
TL;DR
Mistras Group shakes up board, adjusts exec pay.
AI Summary
Mistras Group, Inc. announced on May 14, 2024, changes in its board of directors and executive compensation. Specifically, the company elected new directors and appointed new officers, while also detailing compensatory arrangements for certain key executives. The filing also covers the submission of matters to a vote of security holders.
Why It Matters
Changes in board composition and executive compensation can signal shifts in company strategy, governance, and future performance, impacting investor confidence.
Risk Assessment
Risk Level: medium — Changes in leadership and compensation can introduce uncertainty regarding future strategy and performance.
Key Numbers
- 001-34481 — SEC File Number (Mistras Group's SEC filing identifier)
- 22-3341267 — IRS Employer Identification No. (Company's tax identification number)
Key Players & Entities
- Mistras Group, Inc. (company) — Registrant
- May 14, 2024 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- 195 Clarksville Road (address) — Business and mail address
FAQ
Who are the newly elected directors at Mistras Group?
The filing indicates the election of new directors but does not name them in the provided text.
What specific changes were made to executive compensation arrangements?
The filing mentions compensatory arrangements of certain officers but does not detail the specific changes in the provided text.
What matters were submitted to a vote of security holders?
The filing states that matters were submitted to a vote of security holders, but the specific matters are not detailed in the provided text.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on May 14, 2024.
What is Mistras Group's state of incorporation?
Mistras Group, Inc. is incorporated in Delaware.
Filing Stats: 942 words · 4 min read · ~3 pages · Grade level 11.4 · Accepted 2024-05-20 14:46:20
Key Financial Figures
- $0.01 — ange on which registered Common Stock, $0.01 par value MG New York Stock Exchange
Filing Documents
- mg-20240514.htm (8-K) — 57KB
- 0001436126-24-000037.txt ( ) — 179KB
- mg-20240514.xsd (EX-101.SCH) — 2KB
- mg-20240514_lab.xml (EX-101.LAB) — 21KB
- mg-20240514_pre.xml (EX-101.PRE) — 12KB
- mg-20240514_htm.xml (XML) — 3KB
07. Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders The Company held its 2024 Annual Shareholders Meeting on May 14, 2024. Shareholders (a) elected the seven nominees to the Board of Directors for one-year terms, (b) ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2024, (c) approved the Mistras Group, Inc. Amended and Restated 2016 Long-Term Incentive Plan, including to increase the number of shares authorized to be issued, and (d) approved the Company's executive compensation programs. These were the only matters voted upon at the meeting. The voting results are set forth below. 1. The seven nominees for election to the Board of Directors were elected based upon the following votes: Nominee Votes For Withheld Broker Non Votes Nicholas DeBenedictis 20,273,323 586,053 2,556,656 James J. Forese 16,739,922 4,119,454 2,556,656 Richard H. Glanton 18,176,962 2,682,414 2,556,656 Michelle J. Lohmeier 20,510,251 349,125 2,556,656 Charles P. Pizzi 18,421,418 2,437,958 2,556,656 Manuel N. Stamatakis 20,096,079 763,297 2,556,656 Sotirios J. Vahaviolos 20,059,604 799,772 2,556,656 2. The appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2024 was ratified based upon the following votes: Number of Votes Votes for approval 23,121,707 Votes against 283,074 Abstentions 11,251 There were no broker non-votes for this item. 2 3. The amendment to the Mistras Group, Inc. 2016 Long-Term Incentive Plan, including increasing the number of shares authorized for issuance by 1,300,000 shares, was approved based upon the following votes: Number of Votes Votes for approval 20,091,511 Votes against 722,743 Abstentions 45,122 Broker Non-votes 2,556,656 4. The advisory vote on the Company's executive compensation was approved based upon the following votes: Number of Votes Votes for approval 20,064,888 Votes ag