Loar Holdings Inc.
For the period ended Jun 2, 2026. Filed Apr 14, 2026.
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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.
Jun 2, 2026 · Filed Apr 14, 2026
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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. )
| Filed by the Registrant X | Filed by a Party other than the Registrant O |
|---|
Check the appropriate box:
| O | Preliminary Proxy Statement |
| O | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| X | Definitive Proxy Statement |
| O | Definitive Additional Materials |
| O | Soliciting Material under § 240.14a-12 |
Loar Holdings Inc.
(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)
| X | No fee required. |
| O | Fee paid previously with preliminary materials. |
| O | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
A GLOBAL FAMILY OF COMPANIES Specializing in Niche Aerospace and Defense Components 20 Niche Brands 16 Manufacturing Locations 1,800 Employees www.loargroup.com info@loargroup.com NYSE: LOAR
April 13, 2026
Fellow Stockholders:
Since founding the Company in 2012, we have strived to build Loar into an industry-leading aerospace and defense component supplier. Our business approach, which couples strong organic growth with our proven acquisition strategy, has created one of the most unique companies in our industry and enabled us to deliver a consistent track record of growth and profitability. In constructing a portfolio of capabilities that fit the needs of the marketplace, we have focused on four main strategic drivers of value in our business: Launching new products, Optimizing productivity, Achieving value pricing and Readying talent, all of which contributed to another record year for the Company in fiscal year 2025.
The exceptional teammates we have at Loar all contributed to another successful, and historic, year. In fiscal year 2025 we continued to grow the Company’s revenues at double-digit rates organically. Additionally, we added two new family members to our Company, Beadlight and LMB, not only expanding our suite of capabilities, but our geographic footprint further into Europe. The result was record sales of $496.3 million and reported growth of 23.2% from the prior fiscal year. Our profitability improvement was commensurate, reporting a record level of $189.1 million in Adjusted EBITDA*, an increase of 29.2% from the prior year, and record Adjusted EBITDA Margins* of 38.1%. Finally, we added approximately 200 new teammates to Loar in 2025. THANK YOU to all, without you the path to creating a world-class business would not be possible.
As we look forward to fiscal year 2026, undoubtedly there will be challenges along with great opportunities. Our growth and position in the industry provides increasing opportunities with our industry partners in advancing their supply chains, developing new products, and fostering new applications. Accordingly, we enter this new year with levels of optimism as high as ever, and we look forward to sharing this journey with you. We are therefore pleased to invite our Partners to join us at our annual meeting. The annual meeting will be a virtual stockholder meeting, conducted via live webcast atwww.virtualshareholdermeeting.com/LOAR2026 on Tuesday, June 2, 2026, at 10 a.m., Eastern Time, at which you can submit questions and vote online.
We ask for your support on the voting items in our proxy, which will enable us to continue executing our strategy and deliver strong financial results for our stockholders. Whether or not you plan to participate in the annual meeting, we strongly encourage you to vote as soon as possible to ensure that your shares are represented at the meeting. The accompanying Proxy Statement explains more about voting. Please read it carefully.
| Sincerely, | |
|---|---|
| Dirkson Charles | Brett Milgrim |
| President, Chief Executive Officer and Executive Co-Chairman | Executive Co-Chairman |
*For a reconciliation ofnon-GAAP performance measures to the most directly comparable financial measures calculated in accordance with U.S. GAAP, see Appendix A.
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held on June 2, 2026
Dear Stockholders:
We are pleased to invite you to attend the 2026 Annual Meeting of Stockholders (together with any adjournments, postponements, or continuations thereof, the “Annual Meeting”) of Loar Holdings Inc., a Delaware corporation. The Annual Meeting will be exclusively held virtually via live webcast atwww.virtualshareholdermeeting.com/LOAR2026 on Tuesday, June 2, 2026, at 10 a.m., Eastern Time. The virtual format of the Annual Meeting allows us to preserve stockholder access while saving time and money for both us and our stockholders. With a virtual format you will be able to vote and submit questions during the Annual Meeting, and we encourage you to attend online and participate.
The Annual Meeting will take place to address the purposes outlined in the accompanying materials.
| 1. | To elect three nominees for Class II directors: Raja Bobbili, Alison Bomberg, and Margaret (Peg) McGetrick, each to hold office until our annual meeting of stockholders in 2029 and until their successor is duly elected and qualified, or until their earlier death, resignation, or removal; |
| 2. | To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026; |
| 3. | To approve, on a non-binding advisory basis, the compensation of our named executive officers; |
| 4. | To approve, on a non-binding advisory basis, the frequency of future stockholder advisory votes on the compensation of our named executive officers every 1, 2 or 3 years; and |
| 5. | To conduct any other business properly brought before the Annual Meeting. |
We have elected to provide internet access to the proxy materials for the Annual Meeting, which include the proxy statement for the Annual Meeting (the “Proxy Statement”) accompanying this notice, in lieu of mailing printed copies. Providing the proxy materials via the internet reduces the costs associated with the Annual Meeting and lowers our environmental impact, all without negatively affecting our stockholders’ ability to timely access the proxy materials.
On or about April 13, 2026, we expect to mail to our stockholders a Notice of Internet Availability of Proxy Materials (the “Notice”) containing instructions on how to access the Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (“2025 Annual Report”). The Notice provides instructions on how to vote online or by telephone and how to receive a paper copy of the proxy materials by mail. The Proxy Statement and our 2025 Annual Report can be accessed directly at www.proxyvote.com using the control number located on your Notice, on your proxy card, or in the instructions that accompanied the proxy materials.
Our board of directors has fixed the close of business on April 6, 2026 as the record date for the Annual Meeting. Only holders of record of shares of our common stock as of the close of business on April 6, 2026 are entitled to notice of, and to vote at, the Annual Meeting.
By Order of the Board of Directors,
Michael J. Manella
General Counsel and Secretary,
White Plains, New York
April 13, 2026
Your vote is important. Whether or not you plan to virtually attend the Annual Meeting, please ensure that your shares are voted during the Annual Meeting by signing and returning a proxy card or by using our internet or telephonic voting system. Even if you have voted by proxy, you may still vote online if you attend the Annual Meeting. Please note, however, that if your shares are held on your behalf by a brokerage firm, bank, or other nominee, and you wish to vote at the Annual Meeting, you must obtain a proxy issued in your name from that nominee.
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