BRINKS CO

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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. )​

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Definitive Proxy Statement

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A Message from our CEO

To Our Shareholders:

Over the last year, we have certainly been busy. In 2023, we introduced our evolved strategy to grow Brink’s by providing a superior customer experience and driving continuous improvement, through delivery on our four strategic pillars — Growth & Customer Loyalty, Innovation, Operational Excellence and Talent. This framework is critical to driving our strategic and operational transformation so that we outpace the evolving end markets, and we’ve already seen it contribute to significant progress in 2023.

Our management team and frontline employees around the world demonstrated a commitment to our strategy and delivering on our financial targets that was instrumental in delivering 2023 results. We drove growth in ATM managed services (“AMS”) and digital retail solutions (“DRS”) customer offerings while expanding profit margins — reporting over $1 billion and 21% of full year revenue from AMS and DRS offerings — and we continue to see strong demand for these higher margin services. We also returned $210 million to our shareholders through our quarterly dividend and share repurchases in 2023.

In addition to continuing to make progress on delivery of our tech-enabled solutions, we also achieved several key milestones that will contribute to our long-term success, including expanding and refining our strategy deployment process and strengthening our balance sheet through record free cash flow performance in 2023. As always, it is important to remember that our financial results are built on a foundation of good governance, ethical transparency and commitments to our Code of Ethics and value of Integrity.

As we turn our attention to 2024, we remain committed to delivering on our strategic pillars. Several of our key focus areas include driving profitable growth and improving capital efficiency, winning customers, and creating a better employee experience. We also anticipate that the Brink’s Business System will accelerate productivity and drive operational excellence.

Earlier this year, I challenged every leader at Brink’s to embrace our transformation as an opportunity to think and act boldly. I am confident that we have the right leadership team and strategy to deliver an exceptional 2024. As we look ahead, we remain focused on value creation, which we expect to be powered by our ongoing momentum and continued execution in each of our strategic pillars.

On behalf of all of us at Brink’s, we thank you for your continued support. We are excited about the future and look forward to seeing you at the Annual Meeting.

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Sincerely,

Mark Eubanks

President & CEO

A Message from our Chairman

To Our Shareholders:

On behalf of the entire Board of Directors, I want to thank you for your support of Brink’s. We are pleased to invite you to attend our Annual Meeting of Shareholders on Thursday, May 2, 2024 at the Hotel Vin in Grapevine, Texas.

Last year, following the retirement of Doug Pertz as a director and the Board’s Executive Chairman, the Board returned to a non-executive Chairman leadership structure and I resumed my role as the independent Chairman of the Board. With the 2024 Annual Meeting quickly approaching, it is once again my distinct privilege as your Chairman to reflect upon the past year and update you on some of the priorities of the Board of Directors.

I am proud of the commitment of the Board of Directors — our role as an independent Board is to oversee our corporate activities and risk management to advance the interest of all stakeholders, including our shareholders. Our Board is comprised of a group of highly qualified individuals who bring a diversity of experiences and perspectives to our deliberations.

Moreover, consistent with Brink’s value of Continuous Improvement, we are always looking for opportunities to enhance our skill sets. In 2023, the Board made a decision to enhance its approach to director education. While we have always encouraged our fellow directors to participate in continuing education opportunities, we also recognize the importance of strengthening our directors’ subject matter expertise on complex and fast-developing topics that affect Brink’s. In early 2024, the Company launched a new continuing director education program that offers tailored programming on relevant topics to the Company’s business and strategy, delivered by both external and internal subject matter experts. We believe this program will provide a broader context for key Board oversight topics, deepen understanding and encourage more robust discussion among directors and between directors and management.

One of the Board’s oversight responsibilities is oversight of the Company’s Sustainability Program. In 2023, Brink’s continued to sharpen its focus on sustainability, which includes, among other important work, driving social good. Brink’s has an obligation to its shareholders, employees and customers, but it also plays a critical role in the lives of so many people around the world — the global movement of cash helps ensure its reliability and resilience as a payment method. Brink’s helps enable commerce by keeping cash moving, so that it remains accessible, which is a responsibility the company does not take lightly. As Mark mentioned in his letter, execution of the Company’s strategy remains a priority for the Board and management. By aligning our sustainability priorities with our strategic priorities, we see an opportunity to positively impact our society in a way that enhances profitable growth.

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We as a Board are keenly focused on our role as stewards of your investment. To that end, we continue to engage with management on — and hold management accountable for — creating long-term value for you, our shareholders. Our relationship with management is one that emphasizes thoughtful debate, excellence, candor and a strong commitment to work together to deliver results.

Since becoming CEO, Mark Eubanks has developed a strategy for Brink’s that focuses on growth through improved customer experience and operational excellence, a more robust talent agenda and an explicit capital allocation framework. He has also been focused on leading an investment cycle process, as well as further enhancing Brink’s global safety and compliance programs. I continue to be confident about the Company’s future, particularly with Mark and his Executive Leadership Team at the helm. It is an exciting time of transformation at the Company, and management, with our oversight, remains committed to delivering long-term results to you.

Your vote at the Annual Meeting is important. Whether or not you plan to attend the meeting, we urge you to vote as soon as possible. There are several ways to vote prior to the Annual Meeting. You can vote online or by phone by following the instructions on the enclosed proxy, or you can complete, sign, date and return the enclosed proxy in the envelope provided.

We look forward to seeing you at the Annual Meeting. Thank you for your continued support of and confidence in Brink’s.

Sincerely,

Michael J. Herling

Chairman

Notice of Annual Meeting of

Shareholders

Proposals

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To elect as directors the nine nominees to the Board of Directors named in the accompanying Proxy Statement, for terms expiring in 2025.

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To approve an advisory resolution on named executive officer compensation.

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To approve the Company’s 2024 Equity Incentive Plan.

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To approve the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

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We will transact such other business as may properly come before the meeting or any adjournment or postponement thereof.

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This Proxy Statement and the accompanying form of proxy and annual report to shareholders are being mailed to shareholders of record as of the close of business on March 4, 2024, commencing on or about March 18, 2024. To view this Proxy Statement, form of proxy and annual report to shareholders, go to http://investors.brinks.com/annual-meeting.

Please note that brokers may not vote your shares on the election of directors, the advisory vote on named executive officer compensation or the Company’s 2024 Equity Incentive Plan in the absence of your specific instructions as to how to vote, so it is important that you vote.

YOUR VOTE IS IMPORTANT. WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING, PLEASE MARK, SIGN, DATE AND MAIL THE ENCLOSED PROXY CARD OR VOTE BY TELEPHONE OR ON THE INTERNET. A RETURN ENVELOPE IS ENCLOSED FOR YOUR CONVENIENCE.

Lindsay K. Blackwood

Secretary