CTS CORP
For the period ended May 8, 2025. Filed Mar 28, 2025.
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May 8, 2025 · Filed Mar 28, 2025
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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:
2024 Results
2024 was a year of challenges and opportunities for our business. I am proud of the progress we made on our diversification strategy, which was driven in part by accelerated growth in our diversified medical, industrial, and aerospace and defense markets and complemented by our continued progress on electrification in mobility. Revenue from our diversified markets accounted for 51% of overall company revenue for 2024. Diversification will continue to be a strategic priority for our business. Our strategic focus also improved the quality of our earnings as reflected by our adjusted gross margin for 2024, which was up 243 basis points from 2023.
We further advanced our diversification strategy in 2024 with the acquisition of SyQwest, LLC, a leading supplier of tactical solutions for U.S. Naval surface ship and submarine sonar systems and components. We believe that the addition of the SyQwest team to the CTS family will support the advancement of innovative defense technologies and move us from a components supplier to a supplier of sensors, transducers andsub-systems. We also expect to expand our product range and market opportunity after a period of integration.
In the medical end market, we are excited by the prospects for growth in minimally invasive applications where our products help deliver enhanced ultrasound images, which make it easier for medical professionals to detect artery restrictions and deliver treatment medications. We are proud to highlight that our products support solutions that help save lives. In 2024, we had wins for medical ultrasound across all regions and secured a large order for an application used in medical therapeutics. Over time, we expect the volume growth in portable ultrasound diagnostics and therapeutics will continue to enhance our growth profile.
In the industrial end market, although our sales declined slightly year over year, we saw a gradual recovery in distribution as well as with OEMs in the second half of 2024. We secured new business in EMC applications, industrial printing, temperature sensing, current sensing and distribution. We expect the megatrends of automation, connectivity, and efficiency will enhance our longer-term growth prospects in the industrial end market. Transportation sales were down for 2024, primarily driven by demand softness for transplant OEMs in China and competition in the commercial vehicle market. However, we continued to generate interest in our eBrake™ product, including securing apre-development award from a premium European OEM. The near-term growth rates for ICE versus EVs and hybrids are less of a concern for us given our products are mostly agnostic to the drivetrain technology.
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 2024, we returned over $48 million to shareholders through dividends and share repurchases.
2025 Annual Meeting of Shareholders
As we look to the future, you are cordially invited to attend the 2025 Annual Meeting of Shareholders of CTS Corporation. The meeting will be held on Thursday, May 8, 2025, 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 2025 Proxy Statement and Annual Report to Shareholders for the year ended December 31, 2024, 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 59 of this 2025 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 2025 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 2025 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.