Taylor Devices (TAYD) Proxy Filing summary

Executive summary

• The 2024 Annual Meeting will be held in person on October 25, 2024, with a webcast for informational purposes only; shareholders of record as of August 26, 2024, may vote in person or by proxy.

• Key proposals include electing two Class 1 directors for three-year terms and ratifying the appointment of the independent auditor for fiscal 2025.

• All directors and executive officers as a group own 7.75% of outstanding common stock as of August 26, 2024.

Voting matters and shareholder proposals

• Shareholders will vote on electing John Burgess and F. Eric Armenat as Class 1 directors and ratifying Lumsden & McCormick, LLP as the independent auditor.

• Shareholders may submit proposals for the 2025 annual meeting by May 15, 2025, and director nominations must comply with advance notice and universal proxy rules.

Board of directors and corporate governance

• The Board consists of five directors, with all members attending all meetings in fiscal 2024.

• Committees include Audit, Compensation, Nominating, and Executive, each with defined charters and independent directors.

• The Nominating Committee emphasizes diversity, integrity, and relevant experience in director selection.

• The Board annually self-evaluates its effectiveness and composition.

• Board diversity matrix: all five directors are male, white, and three are military veterans.