3 nominees · 2 ballot items.
Elect three directors (August H. Bucci, Christopher J. Nelms and Patrick J. Flanigan) to three-year terms, and transact any other business properly coming before the Annual Meeting.
Elect three directors—August H. Bucci, Christopher J. Nelms and Patrick J. Flanigan—to serve three-year terms expiring at the 2029 Annual Meeting.
Consideration of any other matters that may properly come before the Annual Meeting or any postponement(s) or adjournment(s) thereof.
This is a catch‑all proposal authorizing consideration and shareholder voting on any matters that properly arise at the Annual Meeting beyond the specific agenda item to elect directors. It does not describe any specific transaction, policy change, or shareholder proposal; rather it permits the meeting to address unforeseen or procedural items, including motions to adjourn, to transact ministerial business, or to consider proposals that were properly brought before the meeting but not specifically listed in the notice. Management is effectively seeking shareholder approval to allow the proxies named on the card to exercise discretion regarding such items if they arise. The proxy statement makes clear that if other matters properly come before the meeting, the proxies will vote in accordance with their best judgment, and no affirmative board recommendation is provided on unspecified future matters. From a governance perspective, this is common and generally routine, but it limits shareholders’ ability to pre-evaluate potential outcomes because no substantive detail is supplied in advance. For investors assessing risk, the lack of specificity means any material proposal introduced at the meeting could be adopted with the aid of discretionary proxy votes unless shareholders provide contrary instructions or attend and vote in person. The company’s position — to empower proxies to use their best judgment — is pragmatic for handling logistical contingencies but provides limited guidance about how management or the board would approach controversial or material proposals that might arise. Absent further disclosure or specific shareholder proposals, there is no immediate governance or regulatory implication to evaluate; however, shareholders concerned about potential substantive items should consider attending the meeting or submitting specific instructions on their proxies.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | DIMENSIONAL FUND ADVISORS LP | 3.37% | 62,662 | $2M |
| 2 | BRIDGEWAY CAPITAL MANAGEMENT, LLC | 1.92% | 35,666 | $1M |
| 3 | RENAISSANCE TECHNOLOGIES LLC | 1.69% | 31,493 | $976K |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 1.09% | 20,287 | $667K |
| 5 | Ceeto Capital Group, LLC | 0.94% | 17,550 | $549K |
| 6 | Empowered Funds, LLC | 0.81% | 15,007 | $469K |
| 7 | MORGAN STANLEY | 0.26% | 4,761 | $149K |
| 8 | VANGUARD FIDUCIARY TRUST CO | 0.16% | 2,991 | $98K |
| 9 | DIMENSIONAL FUND ADVISORS LP | 0.06% | 1,085 | $34K |
| 10 | BlackRock, Inc. | 0.05% | 895 | $28K |
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