Mistras Group, Inc. (MG)
NYSE: MG · Real-Time Price · USD
17.63
-0.16 (-0.87%)
May 28, 2026, 2:18 PM EDT - Market open
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AGM 2026

May 19, 2026

Operator

Welcome to the Mistras Group 2026 Annual Shareholders Meeting. I would like to turn the meeting over to Manuel Stamatakis, the Mistras Group Executive Chairman of the Board.

Manuel Stamatakis
Executive Chairman of the Board, Mistras Group

Thank you. I will now commence the 2026 Annual Shareholders Meeting for Mistras Group. I am Manny Stamatakis, the Executive Chairman of the Board of Mistras Group. I would like to start off by welcoming all of you and thanking you for your participating in this meeting. I would also like to thank all of our shareholders, employees, and customers for their support. I would now like to introduce our members of the board. Our President and CEO, Natalia Shuman, and our Independent Directors, Nick DeBenedictis, Jim Forese, our Lead Independent Director, Richard Glanton, Michelle Lohmeier, and Charles Pizzi. Now, I would like to turn the meeting over to Natalia Shuman.

Natalia Shuman
President and CEO, Mistras Group

Thank you, Manny. We have four items of business being voted upon today. The election of seven directors to our Board of Directors, the ratification of the appointment of PricewaterhouseCoopers as our independent registered public accounting firm for 2026, the approval of an amendment to the Mistras Group amended and restated 2016 Long-Term Incentive Plan to increase the number of shares authorized for issuance and an advisory vote on the compensation of Mistras Group's named executive officers. Assisting us with the meeting is Eileen Coggins, our Executive Vice President, General Counsel, and Corporate Secretary, and Ed Prajzner, our Senior Executive Vice President and Chief Financial Officer. In addition, AJ Conti and Tyler Powell from PricewaterhouseCoopers, our independent auditors, are present and available to respond to appropriate questions. Eileen Coggins will now address some logistics and provide us with a report on the meeting.

Eileen Coggins
EVP, General Counsel, and Corporate Secretary, Mistras Group

Thank you, Natalia. First, our shareholders participating in this webcast who have registered as shareholders can follow the instructions on the website should you want to submit any questions, vote your shares, or change your vote if you previously voted. Also on the website for the meeting is a link to the rules of conduct for this meeting. The polls are open for voting. If any of you want to vote, please follow the instructions. In accordance with the company's bylaws, the Delaware General Corporation Law, the Board of Directors set today, May 19th, 2026, as the date for the Mistras Group 2026 Annual Shareholders Meeting and established May 31, 2026 as the record date for determining the Mistras shareholders entitled to notice of and to vote at this Annual Meeting.

I have an alphabetical list of shareholders of record entitled to vote at this meeting from our transfer agent, and this list has been at Mistras's principal office at 195 Clarksville Road in Princeton Junction, New Jersey, and in my possession for at least 10 days prior to the date of this meeting. A representative of Broadridge Financial Solutions, Anthony Carideo, is serving as the Inspector of Election for this shareholders meeting and will provide us with a final report certifying the voting results for this meeting. I have received Mr. Carideo's Oath of Office. I received affidavits of distribution from Broadridge Financial Solutions, certifying the distribution by Broadridge of the appropriate materials for the Mistras 2026 Annual Meeting to holders of Mistras common stock as of the record date.

According notice was duly provided to Mistras shareholders of this 2026 meeting in accordance with the company's bylaws, the Delaware General Corporation Law. I also have the preliminary voting results for today's meeting, which indicates that we have present in person or by proxy 94% of the outstanding shares of Mistras common stock entitled to vote at this meeting. We have a quorum for this meeting. This 2026 Annual Shareholder Meeting of Mistras Group is duly convened. As Natalia mentioned, there are four items of business on the agenda for voting, all of which are described in the proxy materials. The proxy materials can be accessed on the website. We have received no questions or no questions have been submitted, so the polls are now closed. The preliminary results are as follows.

All seven nominees for director received over 96% of the votes for their election and have been elected. The ratification of the appointment of PricewaterhouseCoopers was approved by 99% of the votes present or represented at the meeting and entitled to vote on this matter, and therefore, the appointment is ratified. The approval of an amendment to the Mistras Group, Inc. amended and restated 2016 Long-Term Incentive Plan to increase the number of shares authorized for issuance was approved by 97% of the votes present or represented at the meeting and entitled to vote on this matter, and therefore the amendment is approved. The advisory vote on the compensation programs of Mistras Group's named executive officers received approval by 98% of the votes present or represented at the meeting and entitled to vote on this matter.

Broadridge will issue a final report after this meeting, and we will report the final results on a Form 8-K, which we will file with the SEC. I will now turn the meeting over to Manny.

Manuel Stamatakis
Executive Chairman of the Board, Mistras Group

Thank you, Eileen. I would now like to close the meeting by thanking our shareholders, employees, customers, and business partners for their continued support and confidence in Mistras. This concludes our meeting.

Operator

The conference has ended. Thank you for your participation. You may now disconnect.

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