UFP Technologies (UFPT) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 4, 2025, will be held virtually with voting on key proposals including director elections, executive compensation, and auditor ratification.

• Seven directors are standing for election to serve until the 2026 annual meeting.

• Proposals include advisory votes on executive compensation and its frequency, and ratification of Grant Thornton LLP as the independent auditor.

Voting matters and shareholder proposals

• Shareholders will vote to elect seven directors, approve executive compensation (say-on-pay), determine the frequency of future say-on-pay votes, and ratify the appointment of Grant Thornton LLP as auditor.

• Board recommends voting for all director nominees, for executive compensation, for a triennial say-on-pay vote, and for auditor ratification.

• Shareholder proposals and director nominations for the 2026 meeting must be submitted by specified deadlines and follow detailed procedures.

Board of directors and corporate governance

• Board consists of seven members, six of whom are independent under Nasdaq standards.

• Board committees include Audit, Compensation, and Nominating, all composed of independent directors.

• Lead Independent Director role established to enhance oversight, currently held by Mr. Croteau.

• Board diversity is considered broadly, including skills, experience, gender, and race.

• Directors attended at least 75% of meetings in 2024, and all attended the 2024 annual meeting.