TechPrecision (TPCS) investor relations material

Executive summary

• Annual Meeting scheduled for September 29, 2026, to be held virtually, with voting available online, by mail, or mobile device.

• Key proposals include election of five directors, ratification of external auditor, advisory vote on executive compensation, and approval of amended equity incentive plan.

• Proxy materials and annual report are available online and mailed to all stockholders.

Voting matters and shareholder proposals

• Stockholders will vote on electing five directors, ratifying CBIZ CPAs P.C. as auditor, approving executive compensation (say-on-pay), and approving the amended 2016 Equity Incentive Plan.

• Board recommends voting FOR all proposals.

• Shareholders of record as of August 27, 2026, are eligible to vote.

• Proposals require a majority of votes cast for approval; broker non-votes and abstentions have no effect.

• Shareholder proposals for the 2027 meeting must be submitted between July 1 and July 31, 2027.

Board of directors and corporate governance

• Board consists of five directors, all incumbents, with a majority deemed independent under Nasdaq standards.

• Board leadership is separated between Chair (Victor E. Renuart Jr.) and CEO (Alexander Shen).

• Three standing committees: Audit, Compensation, and Nominating & Corporate Governance, all with independent members.

• Non-employee directors receive annual cash and equity compensation, with a cap on director compensation under the amended plan.

• Code of Business Ethics and Conduct and anti-hedging policies are in place.