DOUGLAS DYNAMICS, INC DEFR14A Filing

Filing Documents

• plow20260331_defr14a.htm (DEFR14A) — 25KB
• new2026finalcommon_page1.jpg (GRAPHIC) — 149KB
• new2026finalcommon_page2.jpg (GRAPHIC) — 211KB
• 0001437749-26-010966.txt ( ) — 522KB

From the Filing

plow20260331_defr14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) 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 Rule 14a12 DOUGLAS DYNAMICS, 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. DOUGLAS DYNAMICS, INC. SUPPLEMENT TO PROXY STATEMENT DATED MARCH 20, 2026 FOR THE 2026 ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON APRIL 29, 2026 This supplement, dated April 2, 2026 (the " Supplement "), supplements and amends the Definitive Proxy Statement on Schedule 14A filed by Douglas Dynamics, Inc. (the " Company ") with the U.S. Securities and Exchange Commission (the " SEC ") on March 20, 2026 (the " Original Filing ") in connection with the Company's 2026 Annual Meeting of Stockholders to be held on April 29, 2026 (the " Annual Meeting "). This Supplement does not provide all the information that is important to your voting decisions at the Annual Meeting, and the Original Filing contains other important additional information. This Supplement should be read together with the Original Filing. Other than as specifically set forth below, this Supplement does not revise or update any of the other information set forth in the Original Filing. Capitalized terms used but not defined herein have the meanings set forth in the Original Filing. The biography of Joher Akolawala was included in the Original Filing within Proposal 1, but his name was inadvertently omitted from the list of director nominees for election at the Annual Meeting. Accordingly, the sole purpose of this Supplement is to include Joher Akolawala, current director of the Company since 2022 whose term on the Board of Directors expires in 2026, in Proposal 1 as a director nominee for election at the Annual Meeting for a term to expire at the 2029 meeting of stockholders and until his successor is duly elected and qualified. As a result of this Supplement, in connection with Proposal 1, stockholders are being asked to vote on the election of three persons to the Company's Board of Directors to hold office until the 2029 meeting of stockholders and until his or her successor is duly elected and qualified, and the election of one person to the Company's Board of Directors to hold office until the 2028 meeting of stockholders and until his successor is duly elected and qualified. As set forth in the Original Filing, directors are elected by a plurality of the votes cast at the Annual Meeting. To be elected by a "plurality" of the votes cast means that the individuals who receive the largest number of votes are elected as directors. Therefore, any shares not voted, whether by an indication on the proxy card that you wish to "withhold authority," by a broker non-vote (which may occur because brokers or other nominees who hold shares for you do not have the discretionary authority to vote your uninstructed shares in the election of directors) or otherwise, have no effect in the election of directors except to the extent that the failure to vote for an individual results in another individual receiving a larger number of votes. The biographies of the director nominees for election at the Annual Meeting as a part of Proposal 1 are included below for reference; no information in these biographies has changed since the Original Filing. ***** Nominees for Election at the Annual Meeting The following sets forth certain information, as of the Record Date, about the nominees for election at our Annual Meeting. Each of the nominees is currently a director of our Company. Director Nominees for Terms Expiring in 2029 Joher Akolawala, 59, has been serving as a director since 2022. Mr. Akolawala served as Executive Vice President and Chief Financial Officer of Pella Corporation, a privately-held manufacturer of windows and doors, from March 2020 until his retirement in December 2024. Prior to joining Pella, Mr. Akolawala was the Senior Vice President, Chief Financial Officer - International of Walgreens Boots Alliance, Inc., a publicly traded pharmaceutical retailer, from November, 2019 to March, 2020. From June 2014 to October 2019, Mr. Akolawala served Mondelez International, Inc., a publicly traded multinational food and beverage company (a successor company to Kraft Foods Group), in roles of increasing responsibility, most recently as Seni