Taylor Devices (TAYD) Proxy filing summary

Executive summary

• The annual meeting is scheduled for October 16, 2026, with shareholders voting in person or by proxy on key proposals.

• Shareholders of record as of August 17, 2026, are eligible to vote on director election, auditor ratification, and executive compensation.

• Proxy materials and the annual report are available online, and electronic voting options are provided.

Voting matters and shareholder proposals

• Election of one Class 2 director (Timothy J. Sopko) for a three-year term expiring in 2029.

• Ratification of Lumsden & McCormick, LLP as independent auditor for fiscal year ending May 31, 2027.

• Advisory, non-binding vote on executive compensation (say-on-pay).

• Shareholder proposals for the 2027 meeting must be submitted by May 7, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• Board consists of four directors with diverse backgrounds in engineering, management, and finance.

• All directors except the CEO are independent under Nasdaq rules.

• Committees include Audit, Compensation, Nominating, and Executive, each with defined charters and regular meetings.

• Board leadership is split between an independent Chairman and the CEO.

• Annual self-evaluation process assesses board effectiveness and diversity.