Concrete Pumping Holdings Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect four Class II director nominees (Raymond Cheesman, Brian Hodges, Howard D. Morgan, and John M. Piecuch) to serve three-year terms until the 2029 annual meeting.

2. 2

   Ratification of Appointment of PricewaterhouseCoopers LLP as Independent Registered Public Accounting Firm for 2026 Fiscal Year

   ManagementBoard: FOR

   Ratify the Audit Committee’s appointment of PricewaterhouseCoopers LLP (PwC) as the Company’s independent registered public accounting firm for the 2026 fiscal year.

3. 3

   Non-binding Advisory Vote on Executive Compensation (Say-on-Pay

   ManagementBoard: FOR

   Non-binding, advisory approval of the compensation paid to the Company’s named executive officers as disclosed in the Proxy Statement.

   More detail

   This advisory "say-on-pay" proposal asks shareholders to approve, on a non-binding basis, the disclosure and structure of the Company’s named executive officer (NEO) compensation as presented in the proxy. Management is seeking shareholder approval to validate its compensation philosophy and practices, which include base salaries, annual cash bonuses tied to company and individual performance metrics (including adjusted EBITDA and free cash flow), time-based restricted stock units, performance-based restricted stock units tied to free cash flow goals, and market-based restricted stock units tied to total shareholder return (TSR). As a smaller reporting company, the Company provides scaled disclosures but highlights sizable equity awards and incentive structures aligning NEO pay with multi-year operational and market performance. The Board recommends a FOR vote, emphasizing that the Compensation Committee oversees pay programs designed to attract and retain executives and align management incentives with long-term stockholder value. The proposal is non-binding, but the Board states that it will consider the vote’s outcome when evaluating future compensation decisions, signaling responsiveness to shareholder sentiment. Key contextual considerations include the Company’s recent financial performance (notably a decline in net income year-over-year despite an increase in total shareholder return) and the materiality of equity-based compensation that can cause volatility in ‘‘compensation actually paid’’ metrics. For an analyst, the principal issues are whether incentive metrics (FCF, adjusted EBITDA, TSR) are sufficiently rigorous and transparent, whether equity awards and vesting schedules create appropriate long-term alignment without excessive dilution, and whether the Compensation Committee’s governance (independence, disclosure, and use of market comparators) is robust. Given the Board’s unified recommendation and the Company’s stated intent to heed shareholder feedback, a FOR vote supports management’s current pay framework while leaving shareholders the option to influence future program design through continued engagement and future advisory votes.

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When is the Concrete Pumping Holdings Inc 2026 annual meeting?

Concrete Pumping Holdings Inc (BBCP) holds its 2026 annual shareholder meeting on Wednesday, April 15, 2026.

What is the record date for the Concrete Pumping Holdings Inc 2026 meeting?

The record date for the Concrete Pumping Holdings Inc 2026 meeting is Monday, February 23, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Concrete Pumping Holdings Inc's 2026 meeting?

The board is presenting 4 director nominees at the Concrete Pumping Holdings Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Concrete Pumping Holdings Inc 2026 meeting?

Shareholders will vote on 3 proposals at the Concrete Pumping Holdings Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.