TransAct Technologies (TACT) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on May 29, 2025, with stockholders voting on director elections, auditor ratification, executive compensation, and the frequency of say-on-pay votes.

• Stockholders of record as of April 2, 2025, are eligible to vote, with 10,080,717 shares outstanding.

• The Board recommends voting for all director nominees, auditor ratification, executive compensation approval, and annual say-on-pay votes.

Voting matters and shareholder proposals

• Six directors are nominated for one-year terms following the Board's declassification.

• Ratification of CBIZ as the new independent auditor for 2025 is proposed, following Marcum's resignation.

• Advisory votes on executive compensation and on holding future say-on-pay votes annually are included.

• Procedures for shareholder proposals and director nominations for the 2026 meeting are outlined.

Board of directors and corporate governance

• The Board is now fully declassified, with all directors serving one-year terms.

• Three new directors have joined in the past six years, including two stockholder-nominated directors.

• The roles of Chair and CEO are separated, with an independent Chair currently in place.

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

• The Board has adopted a clawback policy, stock ownership guidelines, and regularly reviews governance practices.