Independent
Tenure on this board
1.9 yrs
7 nominees · 4 ballot items.
Shareholders will vote on the election of seven directors, ratification of Deloitte & Touche LLP as independent auditor, advisory approval of named executive officer compensation, and any other properly brought matters.
Elect Matteo Anversa, Thomas W. Florsheim, Jr., F. Jack Liebau, Jr., Bruce M. Lisman, R. Bruce McDonald, Jennifer L. Slater, and Tribby Warfield to serve one-year terms ending at the 2027 Annual Meeting.
Ratify Deloitte & Touche LLP as Strattec's independent registered public accounting firm for the fiscal year ending June 27, 2027.
Approve, on a non-binding advisory basis, the compensation paid to Strattec's named executive officers as disclosed in the proxy statement.
Proposal 3 asks shareholders to approve, on a non-binding advisory basis, the compensation paid to Strattec’s named executive officers as disclosed in the proxy statement. The resolution covers the Compensation Discussion and Analysis, compensation tables, narrative disclosures, and other executive compensation information. Management is seeking approval under Exchange Act Rule 14a-21(a), making this the Company’s annual say-on-pay vote. Strattec argues that its compensation program links pay to both short-term and long-term performance and is intended to attract, motivate, and retain key executives. The program includes annual cash incentives tied entirely to adjusted EBITDA and cash flow from operations, as well as equity awards split between service-based restricted stock and performance-based stock units. For fiscal 2026, the Company reported that NEO short-term incentive payouts were 145.2% of target following improved sales, adjusted EBITDA, cash flow, and stock-price performance. The Company also highlights governance features including stock ownership guidelines, clawback provisions, anti-hedging and anti-pledging restrictions, and the absence of excise-tax gross-ups. The prior year’s say-on-pay proposal received more than 93% support, which management presents as evidence of shareholder approval of its approach. Although the vote is advisory and non-binding, the Board and Compensation Committee state that they will consider the outcome when making future executive compensation decisions, and the Board unanimously recommends voting FOR.
Authorize action on any other matter properly presented at the Annual Meeting that may be considered by shareholders of a Wisconsin corporation.
Proposal 4 is a general authorization concerning any additional matter that is properly brought before the Annual Meeting. It is not a specific substantive resolution known to the Company as of the proxy statement date. The notice describes such matters as those that might properly be considered by shareholders of a Wisconsin corporation at an annual meeting. The proxy materials state that the named proxies will have authority to vote on these matters according to their best judgment. This authority also extends to matters such as a motion to adjourn or postpone the meeting if properly presented. The Company says its directors know of no other matters expected to come before the meeting. Because no specific additional proposal has been identified, the filing does not provide a detailed management rationale or a distinct policy position. The proxy instruction therefore functions as a discretionary voting provision rather than a conventional management proposal. No express FOR or AGAINST recommendation is stated for this item.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | GAMCO INVESTORS, INC. ET AL | 12.72% | 506,879 | $41M |
| 2 | ALLIANCEBERNSTEIN L.P. | 6.98% | 278,144 | $22M |
| 3 | GABELLI FUNDS LLC | 6.38% | 254,300 | $21M |
| 4 | DIMENSIONAL FUND ADVISORS LP | 6.08% | 242,105 | $20M |
| 5 | BlackRock, Inc. | 4.39% | 174,858 | $14M |
| 6 | VANGUARD CAPITAL MANAGEMENT LLC | 4.33% | 172,622 | $14M |
| 7 | AMERICAN CENTURY COMPANIES INC | 4.16% | 165,648 | $13M |
| 8 | BlackRock, Inc. | 2.96% | 118,036 | $10M |
| 9 | JACOBS LEVY EQUITY MANAGEMENT, INC | 2.83% | 112,723 | $9M |
| 10 | MILLENNIUM MANAGEMENT LLC | 2.64% | 105,320 | $9M |
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