American Superconductor (AMSC) Proxy Filing summary

Executive summary

• Annual meeting scheduled for August 2, 2024, with virtual participation available for shareholders.

• Shareholders are encouraged to review proxy materials and vote by August 1, 2024, or July 30, 2024, for plan-held shares.

Voting matters and shareholder proposals

• Election of six director nominees is on the agenda.

• Proposal to amend and restate the 2022 Stock Incentive Plan, adding 3,250,000 shares for issuance.

• Proposal to amend the 2007 Director Stock Plan, adding 150,000 shares for issuance.

• Proposal to amend the Restated Certificate of Incorporation to provide officer exculpation as permitted by Delaware law.

• Ratification of RSM US LLP as the independent registered public accounting firm for the current fiscal year.

• Advisory vote on executive compensation (say-on-pay) included.

Board of directors and corporate governance

• Six director nominees listed for election: Laura A. Dambier, Arthur H. House, Margaret D. Klein, Barbara G. Littlefield, Daniel P. McGahn, and David R. Oliver, Jr.