Park-Ohio (PKOH) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 14, 2026, at company headquarters in Cleveland, Ohio, with shareholders of record as of March 20, 2026, eligible to vote.

• Key business in 2025 included refinancing $350 million in Senior Notes, extending the Revolving Credit Agreement, investing over $12 million in IT and ERP systems, and breaking ground on a new distribution center.

• The company secured over $40 million in new Assembly Components business and achieved record $217 million in Industrial Equipment bookings, with a 24% increase in backlog year-over-year.

Voting matters and shareholder proposals

• Shareholders will vote to elect three directors for terms expiring in 2029, approve executive compensation on an advisory basis, and ratify Ernst & Young LLP as independent auditors for 2026.

• Shareholder proposals for the 2027 meeting must be submitted by December 3, 2026, to be included in proxy materials.

Board of directors and corporate governance

• The board consists of ten directors, with eight deemed independent under Nasdaq rules; all nominees for election are independent.

• The board is divided into three classes with staggered three-year terms; committee structure includes Audit, Compensation, Nominating and Corporate Governance, Executive, and Long-Range Planning Committees.

• The Lead Director role, currently held by Mr. Wert, provides independent oversight and facilitates board engagement.

• Directors are expected to attend all meetings; in 2025, all met the attendance requirement.