ASTEC INDUSTRIES INC
For the period ended Apr 25, 2024. Filed Mar 12, 2024.
View on SEC.govAbout this filing
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.
Apr 25, 2024 · Filed Mar 12, 2024
Contents
Proxy Statement Summary
1 Astec Industries, Inc. | Notice of Annual Meeting and Proxy Statement 2024
PROXY STATEMENT
SUMMARY
We are providing these materials in connection with the 2024 Annual Meeting of Shareholders (the “2024 Annual Meeting”, or the “Annual Meeting”) of Astec Industries, Inc. This summary highlights information contained elsewhere in this Proxy Statement. This summary does not contain all of the information that you should consider. Please read the entire Proxy Statement carefully before voting as it contains important information about matters upon which you are being asked to vote.
2024 Annual Meeting of Shareholders
| | Date and Time | | | Record Date | | | Location | |
|---|---|---|---|---|---|---|---|---|
| | April 25, 2024 at 10:00 a.m. EDT | | | February 28, 2024 | | | This year’s meeting will be a virtual Annual Meeting at https://www.viewproxy.com/astec/2024/htype.asp | |
Agenda and Voting Recommendations
| | Proposal | | | BoardRecommendation | |
|---|---|---|---|---|---|
| | 1 To re-elect to our Board of Directors the four director nominees named herein to serve for a three-year term or until their successor is duly elected and qualified. | | | FOR eachnominee | |
| | 2 To vote on a non-binding resolution to approve the compensation of the Company’s named executive officers. | | | FOR | |
| | 3 To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the calendar year 2024. | | | FOR | |
Board of Director Nominees
The following table provides summary information about each director nominee. Each director nominee is standing for election for a three-year term or until their successor is duly elected and qualified. All director nominees are current directors.
| | Name | | | Age | | | DirectorSince | | | Principal Occupation | | | Committee | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | Mark J. Gliebe | | | 63 | | | 2022 | | | Former Chairman and CEO, Regal Beloit Corporation | | | Audit Committee Compensation Committee | |
| | James Winford | | | 58 | | | 2023 | | | President of Prairie Contractors, LLC | | | Nominating and Corporate Governance Committee | |
| | Jeffrey T. Jackson | | | 58 | | | 2024 | | | President and CEO, PGT Innovations, Inc. | | | Compensation Committee | |
| | Patrick S. Shannon | | | 61 | | | 2024 | | | Former Chief Financial Officer, Allegion, PLC. | | | Audit Committee | |
Corporate Governance Highlights
Strong corporate leadership of the highest ethics and integrity has long been a major focus of the Company’s Board and management. All of our directors other than Mr. van der Merwe, our CEO, are independent directors under Nasdaq Rules and our Corporate Governance Guidelines. These independent directors also meet in executive session at least four times a year after each quarterly board meeting.
Additional details about our approach to corporate governance are described starting on p. 23.
2 Astec Industries, Inc. | Notice of Annual Meeting and Proxy Statement 2024
Environmental and Social Responsibility Highlights
For years we have created products and acted in a way that is socially responsible. Our product development process also includes checks for energy efficiency and environmental impact in early stages of each project. In 2023, as a part of our efforts to achieve long-term sustainable growth, we published our first Corporate Sustainability Report. Additional details about our commitment to environmental and social responsibility are described starting on p. 9.
Shareholder Engagement Highlights
The Company oversees a rigorous, deliberate and comprehensive shareholder engagement process that builds better lines of communication between investors and management. In calendar year 2023, we participated in five investor conferences, and conducted 108 one-on-one meetings with investors and research analysts.
Additional details about our shareholder engagement process, and year-round engagement cycle are described starting on p. 12.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.