STANDEX INTERNATIONAL CORP/DE/

Our Board currently consists of nine directors. We have three classes of directors, with each class being as equal in size as possible. The term of each class is three years and class terms expire on a rolling basis, so that one class of directors is elected each year.

Thomas E. Chorman, Thomas J. Hansen and Andy L. Nemeth are current Class III members of the Board. Their term is set to expire at the 2025 Annual Meeting. Mr. Hansen is not being nominated for re-election to the Board due to the Company's mandatory retirement policy, and, as previously announced, the size of the Board will revert to eight directors as of the Annual Meeting. The Company thanks Mr. Hansen for his 12 years of service, the majority of which he spent as the Lead Independent Director and wishes Mr. Hansen the best in his retirement.

The Board believes that Mr. Chorman possesses the skills, abilities and experience to continue serving as a director and has nominated him to serve on the Board for an additional three-year term, to expire at the 2028 annual meeting.

The Company, with shareholders' support, passed a By-Law Amendment at the 2024 annual meeting which allowed the Board to recruit and appoint Mr. Nemeth subject to the shareholders' vote at the next annual meeting. Mr. Nemeth was appointed to the Board on May 2, 2025 and the Board believes Mr. Nemeth possesses the skills, abilities and experience to serve as a director for a three-year term, to expire at the 2028 annual meeting.

The Board recommends that shareholders elect Mr. Chorman and Mr. Nemeth as Class III directors for a three-year term expiring at the 2028 annual meeting.

Board of Directors Membership Criteria

The Board and the Nominating and Corporate Governance Committee believe that there are general qualifications that all directors must exhibit and other key qualifications and experiences that should be represented on the Board as a whole, but not necessarily by each individual director.