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VALMONT INDUSTRIES INC

For the period ended Mar 29, 2025. Filed Apr 30, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 29, 2025 · Filed Apr 30, 2025

VMI$418.91+3.6%Stored close · as of Nov 9, 2026

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Item 5. Other Information

Submission of Matters to a Vote of Security Holders

Valmont’s annual meeting of stockholders was held on April 28, 2025. The stockholders elected three directors to serve three-year terms, approved, on an advisory basis, the compensation paid to Valmont’s named executive officers, and ratified the appointment of Deloitte & Touche LLP as independent auditors for fiscal 2025. For the annual meeting, there were 20,070,905 shares outstanding and eligible to vote of which 18,396,196 were present at the meeting in person or by proxy. The tabulation for each matter voted upon at the meeting was as follows:

Election of Directors:

​​​​​​​
​​For​Withheld​Broker Non-Votes
James B. Milliken​14,709,151​2,689,843​997,202
Catherine James Paglia​15,690,879​1,708,115​997,202
Deborah H. Caplan​17,224,335​174,659​997,202

Advisory vote on executive compensation:

​​​​​​​
For​​​​​16,755,541
Against​​​​​593,993
Abstain​​​​​49,460
Broker non-votes​​​​​997,202

Ratification of appointment of independent auditors:

​​​​​​​
For​​​​​17,454,709
Against​​​​​899,717
Abstain​​​​​41,770
Broker non-votes​​​​​0

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Valmont reorganizes and reallocates its executive offices and functions from time to time as it aims to better align its organizational structure with its strategic objectives.

On April 29, 2025, Valmont eliminated the positions of Group President, Infrastructure, and Executive Vice President, Global Operations. The responsibilities and functions of these executive offices were reassigned to other corporate offices and functions within Valmont, streamlining operations and enhancing efficiency across Valmont’s global business units.

J. Timothy Donahue, who previously served as Group President, Infrastructure, and Diane M. Larkin, who previously served as Executive Vice President, Global Operations, have transitioned to non-executive advisor roles with Valmont.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.