FULLER H B CO
For the period ended Apr 15, 2025. Filed Mar 4, 2025.
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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.
Apr 15, 2025 · Filed Mar 4, 2025
Contents
Proposal
The Board of Directors is composed of eight directors divided into three classes. Generally, each year one class of directors stands for election for a three-year term. The term of office for Class II directors, consisting of Michael J. Happe, Charles T. Lauber, and Celeste B. Mastin, will expire at the Annual Meeting. Mr. Happe, Mr. Lauber, and Ms. Mastin are being nominated to serve an additional three-year term of office until the 2028 Annual Meeting and until their successors are duly elected and qualified or until their earlier resignation or removal and each has agreed to serve as a director if elected. Mr. Happe was elected to the Board of Directors by the shareholders. Mr. Lauber was appointed by the Board of Directors in November 2022, effective January 2023, and Ms. Mastin was appointed by the Board of Directors in September 2022, effective December 2022. For information on how a shareholder may suggest a person to be a nominee to the Board, see “How can a shareholder suggest a candidate for election to the Board?”* *
Unless earlier terminated due to retirement or resignation, the term of office for Class III directors, consisting of Daniel L. Florness and Teresa J. Rasmussen will expire at the Annual Meeting in 2026, and the term of office for Class I directors, consisting of Thomas W. Handley, Ruth S. Kimmelshue, and Srilata A. Zaheer, will expire at the Annual Meeting in 2027.
Ms. Rasmussen succeeded Lee R. Mitau as Chair of the Board of Directors on January 22, 2025.
If, for any reason, any nominee becomes unable to serve before the election, the persons designated as proxies will vote your shares for a substitute nominee selected by the Board of Directors. Alternatively, the Board, at its option, may reduce the number of directors constituting Class II directors.
The Board of Directors recommends a vote FOR election of each of the nominees.
H. B. FULLER | 2025 Proxy Statement ** 10**** **
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