Shimmick Corp
For the period ended Dec 29, 2023. Filed Apr 26, 2024.
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Dec 29, 2023 · Filed Apr 26, 2024
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DEF 14A 1 shimmick_proxy_2024.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
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Shimmick Corporation
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April 26, 2024
Dear Fellow Stockholders:
On behalf of the Board of Directors (the "Board") of Shimmick Corporation ("Shimmick"), I would like to express our appreciation for your interest in our company. It is my pleasure to invite you to Shimmick's first Annual Meeting of Stockholders (the "Annual Meeting"), to be held virtually on Wednesday, June 5, 2024, at 11:00 a.m., Eastern Time.
Fiscal year 2023 was a milestone year for Shimmick which culminated in November with the successful completion of our Initial Public Offering (IPO) on the Nasdaq Global Market. An IPO was the logical next step in our Company’s lifecycle to continue our growth trajectory. We believe the next 10 years will be the best in our industry’s history and we are well positioned to capture the growth in the water infrastructure space. Shimmick plays a key role delivering clean water and treating wastewater which is essential to sustaining communities and public help while maintain maritime ecosystems.
We delivered strong financial results in our fiscal year 2023 with revenue of $633 million and Adjusted EBITDA of $30 million. Specifically related to Shimmick Projects, which are defined as projects started after the AECOM Sale Transactions that have focused on water infrastructure and other critical infrastructure, we realized 24% revenue growth and achieved gross margins of 7% in 2023. We are keenly focused on transforming our backlog from Legacy Projects to newer Shimmick Projects focused on water infrastructure with higher margin profiles. Over the past three years, we have made excellent progress on this front growing our Shimmick Projects backlog to 82% from 44% and maintain a healthy backlog of $1.1 billion at year-end.
The formal Notice of Annual Meeting and Proxy Statement are enclosed with this letter. The Proxy Statement describes the matters to be acted upon at the Annual Meeting. It also describes how the Board operates and provides compensation and other information about the management team and Board.
Your vote is important. Whether or not you plan to attend the Annual Meeting, I strongly encourage you to vote as soon as possible. You may vote over the Internet, by telephone or by mailing a proxy or voting instruction card. For instructions on voting, please refer to the Notice of Internet Availability of Proxy Materials you received in the mail or the section entitled “How do I vote?” on page 5 of the Proxy Statement. If you received a paper copy of the Proxy Statement, please use your enclosed proxy card to vote.
On behalf of the Board and the officers and employees of Shimmick Corporation, I would like to take this opportunity to thank you for your continued support of our company. We look forward to seeing you at the meeting.
Sincerely,
Mitchell B. GoldsteenExecutive Chairman
TABLE OF CONTENTS
| Page | |
|---|---|
| Notice of 2024 Annual Meeting of Stockholders | 2 |
| Questions and Answers About Voting at the 2024 Annual Meeting and Related Matters | 4 |
| Proposal 1: Election of Directors | 8 |
| CORPORATE GOVERNANCE | 11 |
| Proposal 2: Ratification of Independent Registered Public Accounting Firm | 17 |
| Principal Accountant Fees and Services | 18 |
| Pre-Approval Policies and Procedures for Audit and Permitted Non-Audit Services | 18 |
| Audit Committee Report | 18 |
| EXECUTIVE OFFICERS | 20 |
| Executive Compensation | 21 |
| SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS | 23 |
| SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS, DIRECTORS AND EXECUTIVE OFFICERS | 24 |
| Principal Holders of Stock | 24 |
| Common Stock Ownership by Directors and Executive Officers | 24 |
| OTHER MATTERS | 26 |
| Stockholder Proposals for 2025 Annual Meeting of Stockholders | 26 |
| List of Stockholders Entitled to Vote at the Annual Meeting | 26 |
| Communication with Shimmick's Board of Directors | 26 |
| Available Information | 26 |
| Electronic Delivery | 27 |
| Householding | 27 |
Shimmick Corporation
530 Technology Drive
Suite 300
Irvine, CA 92618
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