Independent
Tenure on this board
3.7 yrs
Meeting calendar
ASTE · Annual meeting · Friday, April 24, 2026
Astec Industries Inc
2 nominees · 3 ballot items.
Re-election of two directors; advisory (non-binding) approval of executive compensation (say-on-pay); and ratification of Deloitte & Touche LLP as independent registered public accounting firm for 2026.
Market cap
$1.3B
1Y TSR
+43.9%
Board grade
B
Record date
Feb 26, 2026
Filing
DEF 14A
Meeting concluded · Apr 24, 2026
Follow how the vote landed and what changed on Astec Industries Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
Proposals
On the ballot3
- 1
Election of Directors
ManagementBoard: FORRe-elect two Class I director nominees, Nalin Jain and Jaco G. van der Merwe, each for three-year terms until the 2029 Annual Meeting.
- 2
Advisory Vote on Executive Compensation
ManagementBoard: FORA non-binding, advisory vote to approve the compensation of the Company’s named executive officers (say-on-pay).
More detail
This management proposal asks shareholders to cast an advisory "say-on-pay" vote approving the compensation of the company’s named executive officers as described in the Compensation Discussion and Analysis and related disclosures. Management seeks shareholder endorsement to validate executive pay philosophy, the balance of short-term and long-term incentives, and the specific program features (e.g., annual cash incentives tied to Adjusted EBITDA and Working Capital Turnover; LTI mix with RSUs and PSUs tied to Adjusted ROIC and relative TSR; clawback policy; stock ownership guidelines). The Board recommends voting FOR, arguing the pay program aligns executive incentives with company performance and shareholder value, emphasizes at-risk compensation, uses an independent compensation consultant, and responded to prior shareholder feedback. Context includes strong pay-for-performance metrics, recent adjustments increasing PSU weighting to better align pay with long-term performance, and robust governance features (independent oversight by an independent Compensation Committee and annual advisory votes). The vote is non-binding but influential: a strong FOR vote reinforces the Board’s compensation approach; a weak vote would likely prompt the Compensation Committee to engage shareholders and consider adjustments. Analysts should consider actual plan outcomes, recent results (e.g., 2025 AIP payout of 91.7% of target), and the company’s governance responsiveness when evaluating the practical implications of the advisory result.
- 3
Ratification of Appointment of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify Deloitte & Touche LLP as the company’s independent registered public accounting firm for calendar year 2026.
Director elections
Nominees on the ballot2
Not independent
Tenure on this board
3.5 yrs
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 10.7% | 2,462,743 | $133M |
| 2 | DIMENSIONAL FUND ADVISORS LP | 6.0% | 1,372,768 | $74M |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 5.9% | 1,354,988 | $73M |
| 4 | GAMCO INVESTORS, INC. ET AL | 4.8% | 1,102,286 | $59M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 4.3% | 996,809 | $54M |
| 6 | STATE STREET CORP | 3.8% | 873,463 | $47M |
| 7 | ACK Asset Management LLC | 3.4% | 786,500 | $42M |
| 8 | MIRAE ASSET GLOBAL ETFS HOLDINGS Ltd. | 3.3% | 759,113 | $41M |
| 9 | Harvey Partners, LLC | 2.9% | 672,200 | $36M |
| 10 | BlackRock, Inc. | 2.8% | 655,041 | $35M |
Peers
Nearest market capOther Industrials sector meetings6
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Reference
Frequently asked questions
- When is the Astec Industries Inc 2026 annual meeting?
- Astec Industries Inc (ASTE) holds its 2026 annual shareholder meeting on Friday, April 24, 2026.
- What is the record date for the Astec Industries Inc 2026 meeting?
- The record date for the Astec Industries Inc 2026 meeting is Thursday, February 26, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Astec Industries Inc's 2026 meeting?
- The board is presenting 2 director nominees at the Astec Industries Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Astec Industries Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Astec Industries Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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