CTS CORP
For the period ended May 9, 2024. Filed Mar 29, 2024.
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May 9, 2024 · Filed Mar 29, 2024
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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
Filed by the Registrant
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Filed by a Party other than the Registrant
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Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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CTS CORPORATION
(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. |
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| ☐ | Fee paid previously with preliminary materials. |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Dear CTS Shareholder:
2023 Results
2023 was a challenging year for CTS. We faced significant headwinds from economic uncertainties, geo-political volatility and softened demand across the industrial and distribution end markets as well as for our commercial vehicle related products. Despite our best efforts, those factors, among others, negatively impacted our financial performance.
In spite of those headwinds, I am proud of the progress we made executing our long-term strategy in 2023. Our focus on profitable growth, driving diversification through our advanced materials capability, and growth through electrification in mobility markets with innovative new products remain our highest priorities. We made solid progress across ournon-transportation end markets in multiple areas with new customers and applications. We secured new business in the industrial end market for applications used for automation, flow metering and climate control. We likewise continued our growth in the medical space expanding our reach beyond traditional ultrasound with several awards for diagnostic and therapeutic applications. In defense, we had strong traction in components used for secure communications, autonomous unmanned vehicles and advanced undersea imaging.
In transportation, we generated significant interest in our eBrake™ product and secured a first award with a north American OEM. In addition, our acquisition of maglab AG, an innovative company known for its deep expertise in magnetic system design and current measurement solutions for use ine-mobility, industrial automation, and renewable energy applications, combined with our existing commercial, technical and operational capabilities, generated exciting new opportunities for motor position and current sensing applications. In 2023, we had a strong year of awards for electrified platforms, helped in part by our maglab acquisition, and continued to make progress on our goal of having more than 25% of our light vehicle revenue come from electrified platforms by 2025.
We also remained focused on strong cash generation and maintaining a healthy balance sheet to continue to support organic growth, strategic acquisitions and returning cash to shareholders. To that end, in 2023 we returned almost $48 million to shareholders through dividends and share repurchases.
We continued to make meaningful progress on environmental, social and governance initiatives in 2023. We published our inaugural ESG Report, which included our key ESG metrics aligned with the Sustainability Accounting Standards Board standards applicable to our business. In addition, we continued to enhance our legacy of community outreach by devoting more than 5,500 hours of community service through the CTS Cares platform—our global program designed to promote charitable giving and community involvement—a 20% increase from 2022. We recognize our ESG journey is a marathon, not a sprint, and we have more work to do in 2024 and beyond.
2024 Annual Meeting of Shareholders
As we look to the future, you are cordially invited to attend the 2024 Annual Meeting of Shareholders of CTS Corporation. The meeting will be held on Thursday, May 9, 2024, at 9:30 a.m. central time, at the Hotel Arista, located at 2139 City Gate Lane, Naperville, Illinois 60563.
We are pleased to continue to take advantage of the Securities and Exchange Commission rules allowing us to furnish proxy materials to shareholders on the Internet. We believe that these rules provide you with proxy materials more quickly and reduce the environmental impact of our Annual Meeting. Accordingly, we are mailing to shareholders a Notice of Internet Availability of Proxy Materials containing instructions on how to access and review our 2024 Proxy Statement and Annual Report to Shareholders for the year ended December 31, 2023, and to vote online or by telephone. If you would like to receive a paper copy of our proxy materials, please follow the instructions for requesting these materials on page 58 of this 2024 Proxy Statement.
We hope you will attend the meeting in person. Whether you plan to attend the meeting or not, we encourage you to read this 2024 Proxy Statement and to vote your shares. The vote of every shareholder is important.
Kieran M. O’Sullivan Chairman, President and Chief Executive Officer
CTS 2024 Proxy Statement
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.