MasterCraft Boat (MCFT) Proxy Filing summary

Executive summary

• Maintained strong financial position and generated $284.2M in net sales, $24.4M adjusted EBITDA, and $29M free cash flow in fiscal 2025, despite a challenging macroeconomic environment.

• Returned $9.5M to shareholders through share repurchases and continued disciplined capital allocation.

• Invested in innovation, with flagship products winning industry awards and enhanced operational efficiencies aligning inventories with retail demand.

• Published a 2025 Sustainability Report, expanded recycling, and achieved over one million safe hours worked without a lost-time incident.

Voting matters and shareholder proposals

• Shareholders will vote on electing eight directors, ratifying Deloitte & Touche LLP as independent auditor for fiscal 2026, and approving executive compensation on an advisory basis.

• Board recommends voting for all proposals.

• Shareholder proposals for the 2026 meeting must be submitted by May 18, 2026, with specific advance notice requirements for nominations and other business.

Board of directors and corporate governance

• Board consists of eight members, seven of whom are independent, with an average tenure of 6.3 years and diverse backgrounds.

• CEO and Chairman roles are separated; Board led by independent Chairman.

• Four standing committees: Audit, Compensation and Human Capital, Nominating and Corporate Governance, and Strategy.

• Annual board and committee evaluations, director overboarding limits, and robust director stock ownership guidelines in place.