CVG - Commercial Vehicle Group Inc.

05/18/2026 | Press release | Distributed by Public on 05/18/2026 15:28

Proxy Results (Form 8-K)

Item 5.07. Submission of Matters to a Vote of Security Holders.
At the virtual Annual Meeting of Stockholders of Commercial Vehicle Group, Inc. (the "Company"), held on May 14, 2026 (the "Annual Meeting"), the stockholders of the Company (i) approved a proposal electing the persons listed below to serve as directors of the Company until the 2027 Annual Meeting of Stockholders; (ii) approved the second amended and restated Commercial Vehicle Group, Inc. 2020 Equity Incentive Plan; (iii) approved, by a non-binding advisory vote, a proposal on the compensation of the Company's named executive officers; and (iv) ratified a proposal appointing KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. The proposals are described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 27, 2026.
The number of shares of common stock entitled to vote at the Annual Meeting was 36,634,201 shares, representing the number of the Company's shares outstanding as of March 16, 2026, the record date for the Annual Meeting. The following sets forth information regarding the results of the voting on each matter at the Annual Meeting:
a. The following directors were elected for terms expiring at the Company's Annual Meeting in 2027:
Name
Votes For
Votes Withheld
Broker Non-Votes
Melanie K. Cook
17,443,257
438,875
9,006,673
William C. Johnson
17,645,278
236,854
9,006,673
Ari B. Levy
17,738,992
143,140
9,006,673
J. Michael Nauman
17,638,981
243,151
9,006,673
Jeffrey S. Niew
17,643,229
238,903
9,006,673
Wayne M. Rancourt
17,589,653
292,479
9,006,673
James R. Ray
17,290,065
592,067
9,006,673
b. The proposal to approve the Second Amended and Restated Commercial Vehicle Group, Inc. 2020 Equity Incentive Plan:
Votes For
Votes Against
Abstain
Broker Non-Votes
16,488,699
1,105,162
288,271
9,006,673

c. The non-binding advisory proposal to approve the compensation of the named executive officers was approved:
Votes For
Votes Against
Abstain
Broker Non-Votes
16,004,623
1,565,305
312,204
9,006,673
d. The appointment of KPMG LLP as the Company's independent public accounting firm for the fiscal year ending December 31, 2026 was ratified:
Votes For
Votes Against
Abstain
Broker Non-Votes
26,267,698
575,588
45,519
0
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