3 nominees · 3 ballot items.
Election of three directors; advisory vote to approve executive compensation (Say-on-Pay); ratification of Deloitte & Touche LLP as independent auditors for FY 2027.
Elect three directors (Charles H. Cannon, Jr., David Dunbar, Michael A. Hickey) to serve three-year terms until the 2029 annual meeting.
Non-binding advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement, including the Compensation Discussion & Analysis and compensation tables.
This non-binding management proposal asks shareholders to approve the Company’s executive compensation as disclosed in the proxy materials. Management seeks shareholder endorsement to validate its compensation philosophy—emphasizing pay-for-performance, significant at-risk compensation, and a mix of annual incentives and long-term equity tied to financial metrics (net sales, adjusted operating income, adjusted EPS) and relative TSR modifiers for PSUs. The Board recommends a FOR vote because it believes the programs align executives’ interests with long-term shareholder value, mitigate excessive risk through balanced metrics, caps, and clawback provisions, and are competitive in the peer group. Although advisory and non-binding, a FOR vote provides the Board and Compensation Committee with support for continuing the current compensation practices; a negative vote would prompt the Board to reconsider program features. The proposal is routine but central to corporate governance and investor relations; management emphasizes that long-term incentives and stock ownership requirements align incentives and retention, while the Company’s recent say-on-pay results (98% in favor in 2025) indicate strong shareholder support.
Ratify the appointment of Deloitte & Touche LLP as Standex’s independent auditors for fiscal year 2027.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 10.73% | 1,300,376 | $465M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 6.23% | 754,585 | $270M |
| 3 | Curated Wealth Partners LLC | 4.84% | 587,147 | $210M |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 4.50% | 545,252 | $195M |
| 5 | STATE STREET CORP | 4.39% | 532,221 | $190M |
| 6 | Neuberger Berman Group LLC | 4.12% | 499,695 | $179M |
| 7 | BlackRock, Inc. | 2.93% | 354,564 | $127M |
| 8 | Capital Research Global Investors | 2.60% | 314,677 | $113M |
| 9 | DIMENSIONAL FUND ADVISORS LP | 2.36% | 286,513 | $102M |
| 10 | BARROW HANLEY MEWHINNEY STRAUSS LLC | 2.23% | 270,478 | $97M |
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