UFP TECHNOLOGIES INC
For the period ended Jun 4, 2026. Filed Apr 30, 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 4, 2026 · Filed Apr 30, 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 |
| ☐ | 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 |
(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):
| ☒ | 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 |
100 HALE STREET
NEWBURYPORT, MASSACHUSETTS 01950‑3504 USA
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
of
To Be Held on June 4, 2026
The Annual Meeting of Stockholders of UFP Technologies, Inc. (“we,” “us,” “our,” or the “Company”) will be held on June 4, 2026, at 10:00 a.m., Eastern Daylight Time. There will be no physical meeting location. The Annual Meeting will be a virtual stockholder meeting, conducted via live audio webcast, through which you can submit questions and vote online. The Annual Meeting can be accessed by visiting http://www.virtualshareholdermeeting.com/UFPT2026 and entering your 16-digit control number included in your proxy materials or on your proxy card. The Annual Meeting will be for the following purposes:
To elect the seven directors identified as standing for election in the accompanying proxy statement, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected;
To vote on a non‑binding advisory resolution to approve the compensation of our named executive officers;
To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ended December 31, 2026; and
To transact such other business as may properly come before the 2026 Annual Meeting of Stockholders, and at any adjournment or postponement thereof.
The Board of Directors has fixed April 10, 2026 as the record date for determining the stockholders entitled to notice of, and to vote at, the Annual Meeting. It is expected that this proxy statement and the accompanying proxy will be mailed to stockholders on or about May 4, 2026.
You are cordially invited to attend the virtual Annual Meeting.
By Order of the Board of Directors
Christopher P. Litterio
Secretary
Newburyport, Massachusetts
April 30, 2026
YOUR VOTE IS IMPORTANT
YOU ARE URGED TO VOTE, SIGN, DATE, AND RETURN THE ACCOMPANYING PROXY AS PROMPTLY AS POSSIBLE IN THE POSTAGE‑PAID ENVELOPE ENCLOSED FOR THAT PURPOSE. EVEN IF YOU HAVE GIVEN YOUR PROXY, THE PROXY MAY BE REVOKED AT ANY TIME PRIOR TO THE EXERCISE BY FILING WITH THE SECRETARY OF THE COMPANY A WRITTEN REVOCATION, BY EXECUTING A PROXY WITH A LATER DATE, OR BY ATTENDING AND VOTING AT THE VIRTUAL ANNUAL MEETING.
IMPORTANT NOTICE REGARDING AVAILABILITY OF PROXY MATERIALS FOR OUR ANNUAL MEETING OF STOCKHOLDERS TO BE HELD VIRTUALLY ON JUNE 4, 2026: This Proxy Statement, our Annual Report for the fiscal year ended December 31, 2025 and the Proxy Card are available free of charge at our website, www.ufpt.com/investors/filings.html.
100 HALE STREET NEWBURYPORT, MASSACHUSETTS 01950‑3504 USA
PROXY STATEMENT
FOR THE ANNUAL MEETING OF STOCKHOLDERS
To Be Held on June 4, 2026
This proxy statement is furnished in connection with the solicitation of proxies by the Board of Directors (the “Board”) of UFP Technologies, Inc., a Delaware corporation (“we,” “us,” “our,” or the “Company”), with its principal executive offices at 100 Hale Street, Newburyport, MA 01950‑3504, for use at the Annual Meeting of Stockholders to be held on June 4, 2026, and at any adjournment or postponement thereof (the “Meeting”). The accompanying proxy relating to the Meeting is solicited on behalf of our Board of Directors and the cost of such solicitation will be borne by us. It is expected that this proxy statement and the accompanying proxy will be mailed to stockholders on or about May 4, 2026. Certain of our officers and employees may solicit proxies by correspondence, telephone or in person, without extra compensation. We may also pay banks, brokers, nominees and certain other fiduciaries their reasonable expenses incurred in forwarding proxy material to the beneficial owners of securities held by them.
Only stockholders of record at the close of business on April 10, 2026 will be entitled to receive notice of, and to vote at, the Meeting. As of that date, there were outstanding and entitled to vote 7,736,939 shares of our Common Stock, $0.01 par value (the “Common Stock”). Each such stockholder is entitled to one vote for each share of Common Stock so held and may vote such shares either in person or by proxy.
The Meeting will be held as a virtual meeting only, via a live audio webcast. There will be no physical meeting location. You will be able to attend the Meeting online and vote your shares electronically during the Meeting by visiting http://www.virtualshareholdermeeting.com/UFPT2026 and entering your 16-digit control number included in your proxy materials or on your proxy card. Even though the Meeting is being held virtually, stockholders will have the ability to participate in, hear others, and ask questions during the Meeting.
The meeting webcast will begin promptly at 10:00 a.m. Eastern Daylight Time on June 4, 2026. Online check-in will begin promptly at 9:45 a.m. Eastern Daylight Time on that date, and you should allow ample time for the online check-in procedures. We will have technicians ready to assist you with any technical difficulties you may have accessing the virtual meeting. If you encounter any difficulties accessing the virtual meeting during check-in or during the meeting, please call the technical support number that will be posted on the virtual stockholder meeting login page at http://www.virtualshareholdermeeting.com/UFPT2026.
TABLE OF CONTENTS
| NOTICE OF ANNUAL MEETING OF STOCKHOLDERS | 1 |
|---|---|
| YOUR VOTE IS IMPORTANT | 2 |
| PROPOSAL NO. 1 ELECTION OF DIRECTORS | 4 |
| EXECUTIVE OFFICERS | 8 |
| CORPORATE GOVERNANCE | 9 |
| SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT | 13 |
| EXECUTIVE OFFICER AND DIRECTOR COMPENSATION | 14 |
| EXECUTIVE COMPENSATION | 22 |
| SUMMARY COMPENSATION TABLE | 22 |
| DIRECTOR COMPENSATION | 33 |
| CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS | 34 |
| PROPOSAL NO. 2 ADVISORY VOTE ON EXECUTIVE COMPENSATION | 35 |
| PROPOSAL NO. 3 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 36 |
| OTHER MATTERS | 37 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.