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

From the Filing

0001437749-24-029097.txt : 20240913 0001437749-24-029097.hdr.sgml : 20240913 20240913083043 ACCESSION NUMBER: 0001437749-24-029097 CONFORMED SUBMISSION TYPE: DEF 14A PUBLIC DOCUMENT COUNT: 11 CONFORMED PERIOD OF REPORT: 20241031 FILED AS OF DATE: 20240913 DATE AS OF CHANGE: 20240913 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TWIN DISC INC CENTRAL INDEX KEY: 0000100378 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT [3560] ORGANIZATION NAME: 06 Technology IRS NUMBER: 390667110 STATE OF INCORPORATION: WI FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-07635 FILM NUMBER: 241296510 BUSINESS ADDRESS: STREET 1: 1328 RACINE ST CITY: RACINE STATE: WI ZIP: 53403 BUSINESS PHONE: 2626384000 MAIL ADDRESS: STREET 1: 1328 RACINE STREET CITY: RACINE STATE: WI ZIP: 53403 FORMER COMPANY: FORMER CONFORMED NAME: TWIN DISC CLUTCH CO DATE OF NAME CHANGE: 19770217 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 in