Vishay Precision Group, Inc.

For the period ended May 19, 2026. Filed Apr 9, 2026.

About this filing

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 19, 2026 · Filed Apr 9, 2026

VPG$44.21+7.3%Stored close · as of Nov 6, 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 ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐	Preliminary Proxy Statement	☐	Soliciting Material Under Rule 14a-12
☐	Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒	Definitive Proxy Statement
☐	Definitive Additional Materials

VISHAY PRECISION GROUP, 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 the appropriate box):
☒	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.

VISHAY PRECISION GROUP, INC.

851 DUPORTAIL ROAD, 2 nd FLOOR

Dear Stockholder:

You are cordially invited to attend the 2026 Annual Meeting of Stockholders of Vishay Precision Group, Inc., to be held at 9:00 a.m., local time, on Tuesday, May 19, 2026. The meeting will be held in a virtual format via the Internet.

During the annual meeting, we will discuss each item of business described in the attached Notice of Annual Meeting of Stockholders and proxy statement and provide a report on Vishay Precision Group’s business operations. There will also be time for questions.

On behalf of the Board of Directors, I would like to express our appreciation for your continued interest in the affairs of Vishay Precision Group, Inc. We hope you will be able to attend the annual meeting. Whether or not you expect to attend the annual meeting, and regardless of the number of shares you own, it is important to us and to our business that your shares are represented and voted at the annual meeting. Therefore, you are encouraged to vote over the Internet, by telephone, or, if you requested to receive printed proxy materials, by mailing a proxy or voting instruction card, so that your shares will be represented and voted at the 2026 Annual Meeting. Please review the instructions on each of your voting options described in this proxy statement, as well as in the Notice of Internet Availability of Proxy Materials you received in the mail.

Sincerely,

/s/ Saul Reibstein

Saul Reibstein

Chairman of the Board of Directors

VISHAY PRECISION GROUP, INC.

851 DUPORTAIL ROAD, 2 nd FLOOR

NOTICE OF 2026 ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON TUESDAY, MAY 19, 2026

The 2026 Annual Meeting of Stockholders of Vishay Precision Group, Inc. will be held on Tuesday, May 19, 2026 at 9:00 a.m., local time. The meeting will be held in a virtual format via the Internet. You will be able to attend the 2026 Annual Meeting as well as vote and submit your questions during the live webcast of the meeting by visiting www.virtualshareholdermeeting.com/VPG2026.

The meeting will be held to consider and act upon:

1.	The election of six directors to hold office until the annual meeting of stockholders in 2027;
2.	The ratification of the appointment of our independent registered public accounting firm for fiscal year 2026;
3.	The advisory vote on executive compensation of named executive officers; and
4.	Such other business as may be brought properly before the meeting.

Our stockholders of record at the close of business on March 23, 2026 will be entitled to vote at the annual meeting or at any adjournment thereof. Whether or not you expect to attend the meeting, we encourage you to read this 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 instructions under the heading “How do I vote my shares? Can I vote electronically?” on page 3 of this proxy statement; the instructions on the Notice of Internet Availability of Proxy Materials you received in the mail; or, if you requested to receive printed proxy materials, your enclosed proxy card.

By Order of the Board of Directors,

/s/ William M. Clancy

William M. Clancy

Chief Financial Officer and Corporate Secretary

Chesterbrook, Pennsylvania

Important Notice of Internet Availability of Proxy Materials for the Annual Meeting of Stockholders to be Held on May 19, 2026. The Proxy Statement for the 2026 Annual Meeting of Stockholders and our 2025 Annual Report to Stockholders are available for view on the Investor Relations page of our website: https://ir.vpgsensors.com

TABLE OF CONTENTS

SECTION	PAGE
About the Meeting	1
Governance of the Company	6
Director Compensation	11
Proposal One – Election of Directors	12
Report of the Audit Committee	14
Proposal Two – Ratification of Independent Registered Public Accounting Firm	15
Security Ownership of Certain Beneficial Owners and Management	16
Company Management	18
Executive Compensation	19
Report of the Compensation Committee	26
Compensation Tables	26
Certain Relationships and Related Transactions	38
Proposal Three – Advisory Vote on Executive Compensation	39
Other Matters	39
Stockholder Proposals and Nominations for 2027 Annual Meeting	40

VISHAY PRECISION GROUP, INC. ** **

851 DUPORTAIL ROAD, 2 nd FLOOR

PROXY STATEMENT

________________** **

The accompanying proxy is solicited by the Board of Directors of Vishay Precision Group, Inc. for use at the 2026 Annual Meeting of Stockholders to be held on Tuesday, May 19, 2026 at 9:00 a.m., local time. The meeting will be held in a virtual format via the Internet.

ContentsView on SEC.gov

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