TRANSCAT INC
For the period ended Sep 10, 2025. Filed Jul 24, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Sep 10, 2025 · Filed Jul 24, 2025
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**UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
| Filed by the Registrant ☒ | |
|---|---|
| Filed by a party other than the Registrant ☐ | |
| Check the appropriate box: | |
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under §240.14a-12 |
TRANSCAT, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
| Payment of Filing Fee (Check all boxes that apply): | |
|---|---|
| ☒ | No fee required |
| ☐ | Fee paid previously with preliminary materials |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
TRANSCAT, INC.
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
| When: Wednesday, September 10, 2025 12:00 p.m. Eastern Time | Where: Via webcast at www.virtualshareholdermeeting.com/TRNS2025 | Record Date: July 14, 2025 |
|---|---|---|
| Items of Business | Board Recommendation | |
| ► Proposal 1: Election of director nominees | For each nominee | |
| ► Proposal 2: To fix the number of directors constituting the board of directors at nine | For | |
| ► Proposal 3: To approve, on an advisory basis, the compensation of our named executive officers | For | |
| ► Proposal 4: To approve, on an advisory basis, the frequency of future advisory votes on the compensation of our named executive officers | For “ONE YEAR” | |
| ► Proposal 5: To ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending March 28, 2026 | For | |
| To transact such other business as may properly come before the meeting or any adjournment or postponement thereof. | ||
**Voting:**Holders of Transcat, Inc. common stock at the close of business on the Record Date are entitled to vote. Whether or not you expect to participate in the Annual Meeting, please grant a proxy to vote by one of the following procedures as promptly as possible in order to ensure your representation at the Annual Meeting. If you own your shares through a broker, we encourage you to follow the instructions provided by your broker about how to vote. Unless you provide your broker with voting instructions, your broker may not vote your shares on Proposals 1, 2, 3, and 4.
| Prior to the Meeting: | |||
|---|---|---|---|
| By Internet* www.proxyvote.com | By Smartphone or Tablet Vote your shares by scanning the QR code provided on the Notice of Internet Availability or proxy card (if you request one) | By Telephone* 1-800-690-6903 | By Mail Complete, date, sign and return the proxy card mailed to you (if you request one) or voting instruction card (if sent by your nominee) |
| During the Meeting: | |||
| By Internet* www.virtualshareholdermeeting.com/TRNS2025 | |||
- You will need to provide the control number that appears on your Notice of Internet Availability of Proxy Materials, proxy card or voting instruction form. Voting by telephone, internet, smartphone and tablet closes on September 9, 2025 at 11:59 p.m. Eastern Time.
By Order of the Board of Directors
Thomas L. Barbato
Senior Vice President of Finance and Chief Financial Officer
Rochester, New York
July 24, 2025
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE SHAREHOLDER MEETING TO BE HELD ON SEPTEMBER 10, 2025 Our Proxy Statement and Annual Report to Shareholders are available online at www.proxyvote.com
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.