Weyco Group (WEYS) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for May 6, 2025, to elect six directors, ratify Deloitte & Touche LLP as auditor, and hold an advisory vote on executive compensation.

• As of March 14, 2025, there were 9,638,817 shares of common stock outstanding, each with one vote per share.

• Proxy materials and the 2024 Annual Report are available online; shareholders may revoke proxies at any time before the meeting.

Voting matters and shareholder proposals

• Shareholders will vote on electing six directors, ratifying Deloitte as auditor, and approving executive compensation on an advisory basis.

• The board recommends voting “FOR” all director nominees and both other proposals.

• Shareholder proposals for the 2026 meeting must be received by December 5, 2025, for inclusion in the proxy statement.

Board of directors and corporate governance

• The board currently has six members, with a bylaw amendment allowing six to eight directors.

• Three directors are independent; the board is not currently majority independent due to a recent resignation but is seeking a new director.

• Committees include Audit, Compensation, and Nominating & Corporate Governance, all composed of independent directors.

• The board combines the roles of Chairman and CEO, with independent directors meeting periodically without management.

• Directors bring diverse skills in leadership, finance, technology, and operations.