Simpson Manufacturing : 2021 Annual Meeting Of Stockholders
05/03/2021 | 06:00pm EDT
Notice of Annual Meeting & Proxy Statement
LETTER TO STOCKHOLDERS
To Our Fellow Stockholders:
Thank you for your continued investment in Simpson Manufacturing Co., Inc. (the ''Company'', ''Simpson'', ''we'' or ''us''). We cordially invite you to attend Simpson's 2021 Annual Meeting of Stockholders (the ''Annual Meeting''), to be held virtually, via live webcast at www.virtualshareholdermeeting.com/SSD2021, at 2:00 p.m., Pacific Daylight Time, on Tuesday, May 4, 2021. We continue to embrace the latest technology to provide expanded access, improved communication and cost savings. We believe hosting a virtual meeting enables increased stockholder attendance and participation from locations around the world. Stockholders attending the virtual meeting will be afforded the same rights and opportunities to participate as they would at an in-person meeting. Further information on attending, voting, and submitting questions at the Annual Meeting are included in the accompanying Notice of Annual Meeting and Proxy Statement.
Despite the unique challenges presented by the COVID-19 pandemic in 2020, we are pleased to report a year of strong performance for our stockholders, customers and employees. We remain committed to positioning Simpson for long-term, sustainable and increasing profitable growth. To this end, in 2020 we achieved consolidated full-year net sales of approximately $1.27 billion, up 11.6% from $1.14 billion in 2019, and produced strong earnings of $4.27 per diluted share, an increase of 43.3% year-over-year. In addition, we delivered on nearly every target we had set as part of our 2020 Plan goals and strengthened our position in Europe and in the software space.
Our Proxy Statement is an opportunity to reflect on the Company's performance, highlight the strengths and efforts of our Board and provide transparency into our corporate governance, sustainability and executive compensation practices. Our Board has a long-standing history of being overseen by independent directors with a diverse set of skills and experiences. We are very proud that 6 out of 7 directors will be independent and 57% of our directors will be female if all of the Board nominees are elected at the Annual Meeting.
The accompanying Proxy Statement further highlights key activities and accomplishments in 2020 and contains information on the matters that we are seeking your vote at the Annual Meeting. On behalf of the Board, our executive management team, and the entire Simpson organization, thank you for your continued interest and support.
President and Chief Executive Officer
Independent Chair of the Board
March 23, 2021
YOUR VOTE IS IMPORTANT.
Whether or not you plan to attend the meeting, please take a few minutes now to vote your shares.
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NOTICE OF 2021 ANNUAL MEETING OF STOCKHOLDERS
Tuesday, May 4, 2021
2:00 p.m., Pacific Daylight Time
March 9, 2021
Record Date and Voting
You are entitled to vote at the Simpson Manufacturing Co., Inc. (the ''Company,'' ''Simpson,'' ''we'' or ''us'') 2021 Annual Meeting of Stockholders (the ''Annual Meeting'') if you were a stockholder of record at the close of business on March 9, 2021 (the ''Record Date''). Each share of common stock is entitled to one vote for each director nominee and one vote for each of the other proposals to be voted on at the Annual Meeting. There were 43,430,766 shares of our common stock outstanding on the Record Date.
Items of Business
To elect seven members to our Board of Directors, for terms expiring in 2022.
To approve, on an advisory basis, named executive officer compensation.
3 To ratify our Audit and Finance Committee's appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 31, 2021.
To transact such other business that properly comes before the meeting or any adjournment thereof.
Notice and Access
Instead of mailing a printed copy of our proxy materials, including our Annual Report to Stockholders and Annual Report on Form 10-K, to each stockholder of record, we are providing access to these materials via the Internet. This reduces the amount of paper necessary to produce these materials, as well as the costs associated with mailing these materials to all stockholders. Accordingly, on March 23, 2021, we will begin mailing a Notice of Internet Availability of Proxy Materials (the ''Notice'') to all stockholders of record as of the Record Date, and post our proxy materials on the website referenced in the Notice (www.proxyvote.com). As more fully described in the Notice, all stockholders may choose to access our proxy materials on the website referred to in the Notice and/or may request a printed set of our proxy materials. In addition, the Notice and website
provide information regarding how you may request to receive proxy materials in printed form by mail or electronically by email on an ongoing basis.
Attending the Annual Meeting
See page 65 ''Questions and Answers About the Annual Meeting of Stockholders and Voting'' for details.
Whether or not you plan to attend the meeting, it is important that your shares are represented and voted. We encourage you to vote before the meeting by returning your proxy card or voting via the internet or by telephone.
Follow instructions on your proxy card
The Proxy Statement, Annual Report to Stockholders and Annual Report on Form 10-K are available on the Internet at www.proxyvote.com.
The following information applicable to the Annual Meeting may be found in the Proxy Statement and accompanying proxy card:
The date, time and location of the Annual Meeting;
A list of the matters intended to be acted on and our board's recommendations regarding those matters;
Any control/identification numbers that you need to access your proxy card; and
Information about attending and voting at the Annual Meeting.
By Order of the Board of Directors,
March 23, 2021
Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to Be Held on May 4, 2021.
2021 Proxy Statement
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Simpson Manufacturing Co. Inc. published this content on 04 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 May 2021 09:15:07 UTC.