Chicago Rivet & Machine (CVR) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for May 13, 2025, to elect seven directors, approve executive compensation, determine frequency of say-on-pay votes, and ratify Crowe LLP as auditor.

• Shareholders of record as of March 17, 2025, are entitled to vote; 966,132 shares outstanding, each with one vote.

• Proxy materials and annual report are available online; proxies solicited by mail and other means, with costs borne by the company.

Voting matters and shareholder proposals

• Proposals include election of seven directors, advisory vote on executive compensation, advisory vote on frequency of say-on-pay, and ratification of Crowe LLP as auditor.

• Board recommends voting for all director nominees, for executive compensation, for a three-year say-on-pay frequency, and for auditor ratification.

• Shareholder proposals for 2026 must be received by December 5, 2025; nominations and other proposals have specific bylaw and SEC rule requirements.

Board of directors and corporate governance

• Seven director nominees, all current directors, with diverse backgrounds in finance, law, manufacturing, and healthcare.

• Five directors are independent under NYSE American standards; board held four meetings in 2024.

• Standing committees: audit, compensation, executive, and nominating, each with defined roles and charters available online.

• Nominating Committee considers shareholder-recommended candidates and values diversity, independence, and relevant experience.

• Board leadership includes a non-executive chairman; independent directors meet separately and rotate chairing sessions.