Pioneer Power Solutions (PPSI) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for December 5, 2024, at the company’s New Jersey office, with proxy materials distributed primarily via the Internet to reduce costs and environmental impact.

• Shareholders are encouraged to vote via Internet, phone, or mail, and can attend in person with prior notice for security clearance.

• The record date for voting is October 15, 2024, with 10,917,038 shares outstanding.

Voting matters and shareholder proposals

• Shareholders will vote on the election of seven directors and the ratification of Marcum LLP as the independent auditor for 2024.

• The board recommends voting FOR all director nominees and FOR the auditor ratification.

• Shareholders may submit proposals for the 2025 meeting by June 19, 2025, for inclusion in the proxy statement.

Board of directors and corporate governance

• The board consists of seven members, with a mix of independent and non-independent directors.

• Three standing committees: audit, compensation, and nominating/governance, all with independent members and formal charters.

• The chairman and CEO roles are combined, currently held by Nathan J. Mazurek, with the board believing this structure best serves the company.

• Directors are encouraged but not required to attend shareholder meetings; all attended the 2023 meeting.