MAUI LAND & PINEAPPLE CO INC
For the period ended May 21, 2025. Filed Apr 7, 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.
May 21, 2025 · Filed Apr 7, 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 ☒
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 under §240.14a‑12 |
MAUI LAND & PINEAPPLE COMPANY, INC.
(Name of Registrant as Specified in its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | 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 |
MAUI LAND & PINEAPPLE COMPANY, INC.
500 Office Road
Lahaina, Hawaii 96761
(808) 877‑3351
April 8, 2025
To Our Stockholders:
We are pleased to invite you to the 2025 Virtual Annual Meeting of Stockholders, or the Annual Meeting, of Maui Land & Pineapple Company, Inc., or the Company, which will be held on Wednesday, May 21, 2025, at 8:30 a.m., Hawaii Standard Time, via conference call. The conference call number and passcode will be provided on the proxy card and electronic communications sent to stockholders, however, we recommend stockholders please pre-register athttps://www.mauiland.com/investors at least two hours before the start of the Annual Meeting. To pre-register for the Annual Meeting, you will need the control number found on the upper right-hand corner of the proxy card included in the proxy materials. The attached notice and proxy statement describe the formal business to be transacted at the Annual Meeting.
We are furnishing proxy materials to our stockholders over the Internet. You may read, print and download our proxy statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, athttp://www.edocumentview.com/MLP. On or about April 8, 2025, we mailed our stockholders a notice of internet availability of proxy materials, or the Notice, which provides instructions on how to access these materials and vote their shares. The Notice also explains how to request a paper copy of these materials by mail, telephone or email. If you requested to receive these proxy materials via email, you should have received an email with voting instructions and links to these materials on the Internet.
The accompanying proxy statement provides information regarding the following matters we are asking you to consider and vote upon at the Annual Meeting:
| 1. | the election of seven directors to serve for a one‑year term to expire at the 2026 Annual Meeting of Stockholders or until their successors are elected and qualified; |
| 2. | the approval, on a non‑binding advisory basis, of the compensation paid to our named executive officers; |
| 3. | the approval, on a non-binding advisory basis, of the frequency of future advisory votes on the compensation paid to our named executive officers; |
| 4. | the approval of the amendment to the Maui Land & Pineapple Company, Inc. 2017 Equity and Incentive Award Plan to increase the total number of shares reserved for issuance by 800,000 shares; and |
| 5. | the transaction of such other business as may be properly brought before the Annual Meeting or any postponement or adjournment thereof. |
The Board of Directors of the Company, or the Board, has set March 27, 2025, as the record date, or the Record Date, for the Annual Meeting. Only stockholders of record as of the close of business on the Record Date will be able to attend and vote during the Annual Meeting. A list of our stockholders of record as of the close of business on the Record Date will be available for inspection during normal business hours at our principal executive office located at 500 Office Road, Lahaina, Hawaii 96761.
The Board has determined that the matters to be considered at the Annual Meeting are in the best interests of the Company and its stockholders. For the reasons set forth in the proxy statement, the Board unanimously recommends a vote “FOR ALL” of the director nominees listed in Proposal 1 and “FOR” Proposals 2, 3 and 4.
Your vote is very important. Whether or not you plan to attend the Annual Meeting, we encourage you to read the accompanying proxy statement and submit your proxy or voting instructions as soon as possible. For specific instructions on how to vote your shares, please refer to the Notice you received in the mail, and the additional information in the accompanying proxy statement. If you requested to receive printed proxy materials, you may also refer to the instructions on the proxy card enclosed with those materials.
Thank you for your continued support of Maui Land & Pineapple Company, Inc.
Sincerely,
/s/ R. SCOT SELLERS
R. Scot Sellers
Chairperson of the Board of Directors
Approximate Date of Mailing of Notice of Internet Availability of Proxy Materials:
April 8, 2025
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.