Skyline Champion Corp
For the period ended Aug 1, 2024. Filed Jun 20, 2024.
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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.
Aug 1, 2024 · Filed Jun 20, 2024
Contents
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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
☒
Filed by a Party other than the Registrant
☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
Skyline Champion 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 the appropriate box):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
Letter to Our Shareholders
Dear Shareholder:
We are pleased to invite you to our 2024 Annual Meeting of Shareholders, which will take place solely via a live webcast on Thursday, August 1, 2024, at 10:00 AM, Eastern Time atwww.proxydocs.com/SKY. There is no physical location for this meeting. Annual meetings play an important role in maintaining communications and understanding among our management, Board of Directors and shareholders, and we hope you will participate.
On the pages following this letter you will find:
| • | The notice of our 2024 Annual Meeting of Shareholders, which lists the items of business to be considered at the Annual Meeting; and |
| • | Our 2024 proxy materials, which describe the items of business listed in the notice and provide other information you will likely find useful in deciding how to cast your vote. |
We have opted to host the 2024 Annual Meeting of Shareholders virtually and urge all shareholders to take advantage of Internet and telephone voting. To participate in the Annual Meeting, you must register in advance atwww.proxydocs.com/SKY. As part of the registration process, you must enter the control number provided on your proxy card, voting instruction form, or Notice of Electronic Availability. Upon completing your registration, you will receive further instructions via email, one hour prior to the meeting time, including your unique links that will allow you to access the meeting and will permit you to submit questions during the meeting. If you encounter any difficulties accessing the virtual meeting during the check-in or meeting time, please call the technical support number provided.
We have elected to provide shareholders Notice of the 2024 Annual Meeting of Shareholders (the “Notice”) with instructions for accessing the proxy materials, including our proxy statement and Annual Report to Shareholders, and for voting via the Internet, through the Securities and Exchange Commission’s “notice and access” method. Please see the next page for the Notice. Providing our proxy materials to shareholders electronically allows us to conserve natural resources and reduce our printing and mailing costs related to the distribution of our proxy materials. If you wish to receive paper copies of our proxy materials, you may do so by following the instructions contained in the Notice.
Sincerely,
Mark Yost
President and Chief Executive Officer
June 4, 2024
Notice of 2024 Annual Meeting of Shareholders
MEETING INFORMATION
| Date & Time | Location | Record Date |
|---|---|---|
| Thursday, August 1, 2024 10:00 AM Eastern Time | Via webcast at www.proxydocs.com/SKY | You may vote if you owned Skyline Champion common stock at the close of business on June 4, 2024 |
ITEMS OF BUSINESS
| (1) | To elect nine members of the Board of Directors, each to serve until the next annual meeting of shareholders or until a successor has been duly elected and qualified. |
| (2) | To ratify the appointment of Ernst & Young LLP as Skyline Champion’s independent registered public accounting firm. |
| (3) | To consider a non-binding advisory vote on fiscal 2024 compensation paid to Skyline Champion’s named executive officers. |
| (4) | To approve the amendment and restatement of the Company’s Articles of Incorporation to change the Company’s name from Skyline Champion Corporation to Champion Homes, Inc. |
| (5) | To transact any other business that may properly come before the annual shareholders meeting or any postponements or adjournments thereof. |
VOTING MATTERS AND BOARD RECOMMENDATIONS
| Agenda Item | Board Recommendation | Impact of Broker Non-Votes | Impact of Abstentions/Votes Withheld | Required Vote |
|---|---|---|---|---|
| 1. Election of Directors | For AllNominees | No Effect | No Effect | Plurality of Votes Cast |
| 2. Ratification of Auditors | For | N/A | No Effect | Majority of Votes Cast |
| 3. Advisory Approval of Executive Compensation | For | No Effect | No Effect | Majority of Votes Cast |
| 4. Amendment and Restatement of Articles of Incorporation | For | No Effect | Vote Against | Majority of Shares Outstanding and Entitled to Vote on this Proposal |
HOW TO VOTE
| By Internet | By Telephone | By Mail | In Person |
|---|---|---|---|
| Visit 24/7 www.proxypush.com/SKY | Call 1-866-307-0847 in the US | Sign, date and mail the proxy card in the envelope provided | Vote in person by attending the webcast of the Annual Meeting virtually |
By order of the Board of Directors,
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.