Byrna Sets July 29 Annual Meeting: Director Elections, Auditor Ratification on Docket

TL;DR

**BYRN's upcoming annual meeting is a standard governance check, but keep an eye on director elections and the 'Say on Pay' vote for any potential shifts in company direction or shareholder dissent.**

AI Summary

Byrna Technologies Inc. (BYRN) filed a DEF 14A proxy statement on June 18, 2025, outlining the agenda for its Annual Meeting of Stockholders on July 29, 2025, at 10:00 a.m. EST in Andover, MA. Key proposals include the election of five directors, the ratification of EisnerAmper LLP as the independent registered public accountants for the fiscal year ending November 30, 2025, and a non-binding 'Say on Pay' vote on executive compensation. The company, headquartered at 100 Burtt Road, Suite 115, Andover, MA 01810, is a Delaware corporation with a fiscal year ending November 30. Stockholders of record as of June 9, 2025, are eligible to vote at the meeting. This filing is a definitive proxy statement, indicating no preliminary or confidential materials were used. The company's business phone is 978-868-5011.

Why It Matters

This DEF 14A filing is crucial for investors as it details the governance structure and accountability mechanisms at Byrna Technologies Inc. The election of five directors will shape the company's strategic direction and oversight, directly impacting future performance and shareholder value. Ratifying EisnerAmper LLP as auditors ensures continued financial transparency and compliance, which is vital for investor confidence in a competitive market. The 'Say on Pay' vote provides shareholders a voice on executive compensation, aligning management incentives with shareholder interests and potentially influencing employee morale and retention. Competitors in the miscellaneous electrical machinery sector will be watching Byrna's governance stability.

Risk Assessment

Risk Level: low — The DEF 14A filing primarily outlines routine corporate governance matters for Byrna Technologies Inc., including director elections and auditor ratification, which are standard procedures for publicly traded companies. There are no immediate red flags or unusual proposals that suggest elevated financial or operational risk. The 'Say on Pay' vote is non-binding, further mitigating direct risk from that proposal.

Analyst Insight

Investors should review the biographies of the five director nominees to understand their qualifications and potential impact on Byrna's future strategy. Participate in the 'Say on Pay' vote to express your opinion on executive compensation, as this can signal shareholder sentiment to management. Ensure you are a stockholder of record by June 9, 2025, to be eligible to vote.

Key Numbers

• 5 — Number of directors to be elected (These directors will serve until the next Annual Meeting of Stockholders.)
• 10:00 a.m. EST — Time of the Annual Meeting (The meeting will be held on Tuesday, July 29, 2025.)
• June 9, 2025 — Record Date (Stockholders of record on this date are entitled to vote.)
• November 30 — Fiscal Year End (Byrna Technologies Inc.'s fiscal year ends on this date.)
• 17 — Public Document Count (Number of documents associated with this filing.)

Key Players & Entities

• Byrna Technologies Inc. (company) — Registrant filing the DEF 14A
• EisnerAmper LLP (company) — Independent registered public accountants for fiscal year ending November 30, 2025
• United States Securities and Exchange Commission (regulator) — Regulatory body overseeing the filing
• Delaware (regulator) — State of incorporation for Byrna Technologies Inc.
• July 29, 2025 (date) — Date of the Annual Meeting of Stockholders
• June 9, 2025 (date) — Record date for stockholders entitled to vote
• November 30, 2025 (date) — End of the fiscal year for which auditors are being ratified
• 100 Burtt Road, Suite 115, Andover, MA 01810 (location) — Business and meeting address of Byrna Technologies Inc.
• 978-868-5011 (phone_number) — Business phone number of Byrna Technologies Inc.
• 001-40385 (identifier) — SEC file number for Byrna Technologies Inc.

FAQ

Industry Context

Byrna Technologies Inc. operates in the less-lethal self-defense technology sector, a niche market focused on personal safety devices. The industry is characterized by evolving product innovation, regulatory considerations related to product use and sales, and consumer demand driven by safety concerns. Competition includes other manufacturers of non-lethal weapons and traditional self-defense tools.

Regulatory Implications

As a manufacturer of self-defense devices, Byrna Technologies Inc. is subject to various regulations concerning product safety, sales, and distribution. Compliance with federal, state, and local laws is crucial to avoid legal challenges and maintain market access. The company's proxy statement does not detail specific regulatory risks, but this is an inherent aspect of its business.

What Investors Should Do

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Key Dates

• 2025-07-29: Annual Meeting of Stockholders — Stockholders will vote on director elections, auditor ratification, and executive compensation.
• 2025-06-09: Record Date — Establishes the list of stockholders eligible to vote at the Annual Meeting.
• 2025-06-18: Filing of Definitive Proxy Statement (DEF 14A) — Provides detailed information to stockholders regarding the Annual Meeting agenda and proposals.
• 2025-11-30: Fiscal Year End — Marks the end of the company's financial reporting period for which the independent auditors will be ratified.

Glossary

DEF 14A

A definitive proxy statement filed with the SEC, providing detailed information about matters to be voted on at a company's annual or special meeting of stockholders. (This document outlines the agenda for Byrna Technologies Inc.'s Annual Meeting, including director elections and executive compensation.)

Say on Pay

A shareholder advisory vote on executive compensation, which is non-binding. (Allows stockholders to express their opinion on the compensation packages awarded to the company's top executives.)

Independent Registered Public Accountants

An external accounting firm hired to audit the company's financial statements and provide an opinion on their fairness and accuracy. (EisnerAmper LLP is proposed for ratification to ensure the integrity of Byrna Technologies Inc.'s financial reporting.)

Record Date

A specific date set by a company to determine which shareholders are eligible to receive dividends, vote on corporate matters, or receive other distributions. (June 9, 2025, is the record date for Byrna Technologies Inc., determining who can vote at the July 29, 2025, Annual Meeting.)

Year-Over-Year Comparison

This filing is a definitive proxy statement for the 2025 Annual Meeting. As it is a forward-looking document detailing upcoming proposals, a direct comparison of key financial metrics to a previous filing is not applicable within this context. The filing focuses on corporate governance and shareholder voting matters rather than a historical financial performance review.

From the Filing

0001437749-25-020788.txt : 20250618 0001437749-25-020788.hdr.sgml : 20250618 20250618163536 ACCESSION NUMBER: 0001437749-25-020788 CONFORMED SUBMISSION TYPE: DEF 14A PUBLIC DOCUMENT COUNT: 17 CONFORMED PERIOD OF REPORT: 20250729 FILED AS OF DATE: 20250618 DATE AS OF CHANGE: 20250618 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Byrna Technologies Inc. CENTRAL INDEX KEY: 0001354866 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] ORGANIZATION NAME: 04 Manufacturing EIN: 711050654 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40385 FILM NUMBER: 251057428 BUSINESS ADDRESS: STREET 1: 100 BURTT ROAD STREET 2: SUITE 115 CITY: ANDOVER STATE: MA ZIP: 01810 BUSINESS PHONE: 978-868-5011 MAIL ADDRESS: STREET 1: 100 BURTT ROAD STREET 2: SUITE 115 CITY: ANDOVER STATE: MA ZIP: 01810 FORMER COMPANY: FORMER CONFORMED NAME: Security Devices International Inc. DATE OF NAME CHANGE: 20060301 DEF 14A 1 byrn20250605_def14a.htm FORM DEF 14A byrn20250605_def14a.htm 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 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 Pursuant to §240.14a-12 BYRNA TECHNOLOGIES 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 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 Table of Contents Table of Contents BYRNA TECHNOLOGIES INC. 100 Burtt Road, Suite 115 Andover, MA 01810 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS Dear Stockholder: You are cordially invited to attend the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of Byrna Technologies Inc., a Delaware corporation (the “Company” or “Byrna”), to be held at 10:00 a.m., Eastern Standard Time, on Tuesday, July 29, 2025 at the offices of Byrna Technologies, Inc. 100 Burtt Rd., Suite 115, Andover, MA 01810. At the meeting, we will be voting on the matters described in the accompanying Proxy Statement. Items of Business 1. To elect five (5) directors named in the company’s proxy statement to serve until the next Annual Meeting of Stockholders or until their respective successors are qualified and elected (the “Election of Directors Proposal”); 2. To ratify the appointment of EisnerAmper LLP as Byrna’s independent registered public accountants for the fiscal year ending November 30, 2025 (the “Auditor Ratification Proposal”); 3. To approve, by non-binding vote, the Company’s executive compensation (“Say on Pay”); and 4. To transact such other business as may properly come before the meeting. i Table of Contents Voting Only stockholders of record as shown in the books of our transfer agent at the close of business on June 9, 2025 are entitled to notice of, and to vote at, the Annual Meeting. At least ten days prior to the meeting, a complete list of stockholders entitled to vote will be available for inspection by any stockholder for any purpose germane to the meeting, during ordinary business hours, at the Company’s corporate headquarters, 100 Burtt Road, Suite 115, Andover, MA 01810. On or about June 18, 2025, the Notice of Annual Meeting, Proxy Statement and Proxy Materials are first being mailed to our stockholders of record as of the Record Date. Regardless of