Good morning, and welcome to the 2026 Annual Meeting of Shareholders of The Eastern Company. I'm Jim Mitarotonda, the Chairman of the Board of The Eastern Company, and I will act as the Chairman of today's meeting. It is now 11:00 AM. In accordance with the notice of annual meeting of shareholders, I call this annual meeting to order. Our meeting this year is being held again in virtual format via the Internet. Virtual meetings reduce costs, expand access to our meeting, and provide a convenient and efficient means for us to communicate with our shareholders. As is our custom, we will conduct the business portion of our meeting first and answer questions at the end of the meeting. We will do our best to answer as many questions as possible. We'll provide a response to any unanswered questions after the meeting.
I would like now to introduce the members of our board of directors attending today's meeting. All board members are in attendance virtually. In addition to myself, this includes Fred DiSanto, John Everets, Peggy Scott, Chan Galbato, and Ryan Schroeder, Eastern's President and Chief Executive Officer. Also attending today's meeting are Nicholas Vlahos, Eastern's Chief Financial Officer. Marianne Barr, Eastern's Treasurer and Corporate Secretary. Matthew Soroka and Kevin Smith from Fiondella, Milone & LaSaracina , the company's independent registered accounting firm. Matthew and Kevin will be available during the question and answer session after the meeting to respond to any relevant questions. Ms. Barr will act as secretary for this meeting, and the company has appointed her to act as the Inspector of Elections.
It is our intention to conduct this meeting in accordance with the agenda and the rules of conduct and procedures, copies of which are available on the web portal. After the formal meeting has been adjourned, we will make a short presentation and provide time for questions. Only validated shareholders may ask questions by using the designated field on the web portal. Out of consideration for others, please limit yourself to one question. Please note that this meeting is being recorded, and recording is available for playback. However, no one attending this meeting is permitted to use an audio or video recording device. I would like to reintroduce Marianne Barr as secretary of this meeting.
Thank you, Jim. In my capacity as secretary of this meeting, I would like to state for the record that this meeting is being held pursuant to a written notice sent on or about March 23rd, 2026 to all shareholders of record of the company as of the end of business on March 9th, 2026, the record date for shareholders entitled to vote at this meeting. A complete list of shareholders of record on the record date and entitled to vote at the meeting is available for examination by any shareholder desiring to do so. Also available for inspection by shareholders is the affidavit of distribution prepared by Broadridge Financial Solutions, certifying to the timely mailing of the notice of annual meeting of shareholders commencing on or about March 23rd, 2026.
All documents concerning the call and notice of this meeting will be filed with the records of the meeting. The count of shares present immediately prior to the commencement of the meeting reflects that 5,543,006 shares of the Company's common stock were present in person or by proxy. This is 91.82% of the outstanding common stock of the Company on the record date. In accordance with Article 1, Section 4 of the bylaws, a quorum is therefore present and the Company's 2026 annual meeting of shareholders may proceed. I will now state the three proposals that are brought before this meeting. Proposal one. The first order of business is the election of 6 directors to the board as stated in the proxy statement.
The board has nominated Frederick DiSanto, John Everets, James Mitarotonda, Peggy Scott, Chan Galbato, and Ryan Schroeder for election as directors of the company to hold office until the 2027 annual meeting of shareholders or until their successors are duly elected and qualified. Proposal two. The second order of business is to approve on an advisory basis the following resolution approving the compensation of the company's named executive officers as described in the proxy statement under executive compensation. Resolved that the compensation paid to the company's named executive officers as disclosed pursuant to Item 402 of Regulation S-K, including the compensation discussion and analysis, compensation tables and narrative discussion, is hereby approved on a non-binding advisory basis. Proposal three.
The third and final order of business is to ratify the appointment of Fiondella, Milone & LaSaracina LLP as the independent registered public accounting firm of the company for the 2026 fiscal year. No shareholder has asked the company to add any additional proposals to the agenda for this meeting in accordance with the procedures prescribed in the company's bylaws. Having reviewed each of the proposals on the agenda, I will now open the floor to any questions our shareholders may have with respect to these items, each of which is described in greater detail in our proxy statement. I see there are no questions. It is now 11:07 AM. Eastern Time on May 6th, 2026, and the polls are now open.
Any shareholders who have not yet voted or wish to change their vote may do so virtually by clicking on the voting button on the web portal and following the instructions provided. Shareholders who have mailed in proxies or voted via telephone or the internet and do not wish to change their vote do not need to take any further action at this time. We will now pause to permit any shareholders who have not yet voted or who wish to change their vote to do so. Since everyone appears to have cast their ballots, I declare the polls for The Eastern Company's 2026 annual meeting of shareholders closed at 11:09 AM. Eastern Time on May 6th, 2026.
As the Inspector of Elections, I can report that the preliminary voting results show that, one, each of the director nominees for election to the board received a majority of the votes cast, excluding abstentions, in favor of his or her election, and therefore each has been reelected as a director. Two, the holders of a majority of the shares present or represented by proxy at the meeting have voted in favor of the advisory say-on-pay resolution, and therefore that resolution has been approved. Three, the holders of a majority of the shares present or represented by proxy at the meeting have voted in favor of the ratification of the appointment of Fiondella, Milone & LaSaracina to serve as the company's independent registered public accounting firm for the 2026 fiscal year, and therefore that proposal has been approved. These voting results are preliminary only.
The final results will be reported in a Form 8-K filed with the Securities and Exchange Commission within four business days of the date of this meeting. I will now turn the meeting back over to James Mitarotonda for adjournment.
Thank you, Marianne. All items of business have now been completed. There being no further business, I will entertain a motion to adjourn this annual meeting.
Mr. Chairman, I move that this annual meeting be adjourned.
Is there a second?
Mr. Chairman, I second the motion.
I would like to thank all the shareholders who attended this meeting, as well as those who submitted their proxies but were not able to be present. This meeting is now adjourned. At this time, I would like to reintroduce Ryan Schroeder and Nick Vlahos, who will make a short presentation.
Thank you, Jim, and thanks everyone this morning for your time. We have materials that are on our website and were uploaded this morning. I'll cover these rather quickly, but certainly if there's any questions, feel free to get back to us. I think everyone on this call knows a bit about The Eastern Company. We're a holding company, and at this time we're holding three companies that we operate successfully. Those three companies are Eberhard, Velvac, and Big 3 Precision. Eberhard designs and engineers and manufactures a wide range of security hardware such as latches, locks, hinges, handles, and related components for industrial, vehicle, and military, as well as specialty applications. We've owned Eberhard for quite some time. They've successfully grown into one of our really key companies from a holding standpoint. I'll move on to Velvac.
Velvac designs and manufactures and distributes mission-critical vision, safety, and vehicle system components for the North American commercial truck marketplace. Velvac has a very heavy presence in the Class 8 heavy truck market, but also enjoys a good amount of business in aftermarket RV as well as distribution. The third company is Big 3 Precision Products. They provide end-to-end custom packaging and material handling solutions, integrating design, metal fabrication, thermoforming, mold, and assembly. Big 3 was acquired by The Eastern Company in 2019, and we're happy with the progress we've been making at Big 3. From a leadership standpoint, I'm Ryan Schroeder. I've been here for almost two years. Prior to joining The Eastern Company, I was the CEO at Plaskolite.
Prior to that, I had leadership positions in both IMI plc as well as Parker Hannifin. On our executive team is Nicholas Vlahos. Nicholas is our CFO. Nicholas's been with us since 2017, and he's been the CFO for the last four years? Three years. Furthermore, we have Zachary Gorny, who is the President of Eberhard. Zachary and I have worked together in our past, and Zachary has been with us for over 1 year. Moving on to Velvac. Dan McGrew has been the President of Velvac for three years. He worked as the Head of Operations for Velvac for some time before that. Last and but not least, Emilio Ruffolo is the President of Big 3 Precision. He's been there for over one year, and prior to that, Emilio led operations and supply chain for Eberhard.
Moving on quickly, just a few things about The Eastern Company and a couple updates to that end. We are very proud of our balance sheet strength. I'm happy to report that we've entered into a $100 million new credit facility in October. We have strong financial flexibility with over $60 million in available liquidity. We've reduced our outstanding debt by $8.7 million in 2025, and at the end of the year, we had a net leverage ratio of 1.59x . The Eastern Company also similarly has a long-standing commitment to returning capital to its shareholders. The company repurchased 154,000 shares of common stock in 2025, constituting over 2.5% of its outstanding shares.
We approach share repurchases opportunistically, seeking to buy back shares when we believe the market does not price the company's intrinsic value. In addition, Eastern returned approximately $2.7 million to shareholders through dividends in 2025, continuing our tradition of paying a quarterly cash dividend that dates back to 1941. In terms of board oversight, the board of directors of Eastern is intensely focused on corporate governance and executive oversight. Jim and the Board of Directors have taken many steps to ensure we are well aligned and positioned in that regard.
From a corporate governance and risk management standpoint, Eastern has implemented meaningful enhancements to the company's corporate governance, risk management, and compliance framework in 2026 based on its belief that strong corporate governance practices, effective risk oversight, and alignment of shareholder and management interests are fundamental in the long-term value creation for Eastern. Now I'm just gonna talk briefly with regard to some strategic initiatives that if you've joined us in our previous quarterly calls, you've heard from us before on. Going forward and towards the end of 2025 and going forward through 2026, our key strategic initiatives that go across all three companies as well as corporate center on commercial excellence, value-added mergers and acquisitions, and operating efficiency and continuous improvement across all of our factories.
At the end of the day, we are going to be relentless in executing and measuring ourselves in terms of top decile performance. From a strategic growth and operations standpoint, we're continuously refining our growth strategies, eliminating bureaucracy, and optimizing cash flow to deliver superior operational results. You've heard me talk in the past regarding Big 3 Precision and a need for some transformational activities, and delivering on those is something the team has done very well in 2025. There's still a bit more to do in 2026, but I'm happy with where the team has taken that.
For us, we're spread, we're mostly a North American-based company, but operations are spread into China and into Mexico. It's really critical for us to have nimble supply chains, both within our company but also with our suppliers. Underpinning all of this, having strong leaders and a great leadership, both in key positions as well as on the bench. I'm really happy with the performance that we've taken this year with regard to that. With that, I'll hand it back over to Jim.
Thank you, Ryan and Nick. We would now be happy to answer any questions our shareholders may have. We will pause to see if any shareholders have submitted questions by using the designated field on the web portal.
Jim, there are no questions left.
Okay. As there are no further questions at this time, I would like to thank again our shareholders who attended our meeting today. We greatly appreciate your participation and your ongoing support. Thank you very much. Thank you.