Alamo Group (ALG) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on May 8, 2025, with all materials provided electronically to shareholders, supporting cost efficiency and environmental goals.

• Shareholders of record as of March 10, 2025, are entitled to vote on key proposals, including director elections, executive compensation, a new incentive stock option plan, and auditor ratification.

• The company reported 2024 net sales of $1.6 billion, fully diluted EPS of $9.63, and EBITDA of $221 million, maintaining strong margins despite market headwinds and a significant labor strike.

• Management implemented cost reductions and operational optimizations, resulting in a 14% global workforce reduction and improved balance sheet metrics.

• Forward-looking statements caution that actual results may differ due to risks and uncertainties.

Voting matters and shareholder proposals

• Shareholders will vote on: (1) election of eight directors, (2) advisory approval of executive compensation, (3) approval of the 2025 Incentive Stock Option Plan, and (4) ratification of KPMG LLP as independent auditors for 2025.

• The board recommends a vote “FOR” all proposals.

• Stockholder proposals for the 2026 meeting must be received by November 13, 2025.

Board of directors and corporate governance

• The board will be reduced to eight members following the CEO’s retirement in 2025; all nominees are independent and bring diverse expertise in manufacturing, finance, ESG, and global operations.

• Board committees (Audit, Compensation, Nominating/Corporate Governance) are composed entirely of independent directors.

• Directors are elected annually by majority vote, and the board conducts annual performance evaluations and peer reviews.

• Stock ownership guidelines require significant equity holdings by executives and directors.