DAKTRONICS INC SD
For the period ended Jan 21, 2025. Filed Jan 21, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jan 21, 2025 · Filed Jan 21, 2025
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DEF 14A 1 formpre14a01172025.htm DEF 14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No.___)
| Filed by the Registrant | ☒ |
|---|---|
| Filed by a Party other than the Registrant | ☐ |
Check the appropriate box:
| ☒ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☐ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under § 240.14a-12 |
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
PRELIMINARY PROXY MATERIALS - SUBJECT TO COMPLETION
201 Daktronics Drive
Brookings, South Dakota 57006
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
[‧], 2025
| Time | [‧]:[‧] [a.m./p.m.] Central Daylight Time on [‧], [‧], 2025 | |
|---|---|---|
| Place | Daktronics, Inc. (the “Company,” “we,” or “us”) | |
| 201 Daktronics Drive | ||
| Brookings, South Dakota 57006 | ||
| Items of Business | 1. | To approve the reincorporation of the Company from the State of South Dakota to the State of Delaware pursuant to a plan of conversion (“Proposal 1”); and |
| 2. | To approve an adjournment of the meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of Proposal 1 (“Proposal 2”). | |
| Recommendations | THE BOARD OF DIRECTORS OF THE COMPANY UNANIMOUSLY RECOMMENDS A VOTE “FOR” EACH OF PROPOSAL 1 AND PROPOSAL 2. | |
| Record Date | You are entitled to notice of and to vote at the Company’s Special Meeting of Shareholders to be held on [‧], 2025 (the “Special Meeting”) if you were a shareholder of record at the close of business on [‧], 2025. | |
| Special Meeting | All shareholders are invited to attend the Special Meeting in person with proof of ownership, such as your last broker or EQ Shareholder Services statement. | |
| Voting by Proxy | Even if you plan to attend the Special Meeting, please submit a proxy as soon as possible so that your shares can be voted at the Special Meeting in accordance with your instructions. Shareholders may vote their shares: | |
| 1. | over the Internet; | |
| 2. | by written ballot at the Special Meeting; | |
| 3. | by telephone; or | |
| 4. | by mail. | |
| For specific instructions, refer to the procedural matters section of the proxy statement related to the Special Meeting (the “Proxy Statement”) or to the voting instructions on the proxy card for the Special Meeting (the “Proxy Card”), both of which accompany this Notice of Special Meeting of Shareholders (this “Notice”). | ||
THE PROXY STATEMENT AND THE PROXY CARD ARE BEING DISTRIBUTED TO SHAREHOLDERS ON OR ABOUT [‧], 2025.
By Order of the Board of Directors,
Carla S. Gatzke
Secretary
IMPORTANT NOTICE REGARDING AVAILABILITY OF PROXY MATERIALS FOR THE DAKTRONICS, INC. SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON [‧], 2025.
This Notice, the Proxy Statement, and the Proxy Card are available at our cookies-free website atinvestor.daktronics.com.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.