Shimmick Corp
For the period ended Jan 3, 2025. Filed Apr 25, 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 3, 2025 · Filed Apr 25, 2025
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DEF 14A 1 shimmick_proxy_2025.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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☒ Definitive Proxy Statement
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Shimmick Corporation
(Name of Registrant as Specified In Its Charter)
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April 25, 2025
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 Annual Meeting of Stockholders (the "Annual Meeting"), to be held virtually on Wednesday, June 4, 2025, at 11:00 a.m., Eastern Time.
Fiscal Year 2024 was a transformational year for Shimmick. We reported $480 million in revenue, including $356 million from Shimmick Projects, and ended the year with a backlog of over $822 million. Thanks to our 2024 Transformation Plan, we entered 2025 with $100 million in liquidity, a stronger balance sheet, and a lower-risk portfolio.
We continue to be focused on executing our strategy to drive long-term growth. This strategy includes expanding our pipeline of water and critical infrastructure projects, improving project execution and profitability, and continuing to invest in our people—the foundation of everything we do. In just the last few months, we’ve made meaningful progress across these priorities. With a portfolio aligned to high-demand sectors, we stand ready to deliver on our 2025 objectives with confidence and a strong plan for sustained value creation.
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 2025 Annual Meeting of Stockholders | 2 |
| Questions and Answers About Voting at the 2025 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 2026 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
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.