EX-99.1 2 ef20049530_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

ANNUAL MEETING OF STOCKHOLDERS
 SUPERIOR INDUSTRIES INTERNATIONAL, INC.

MAY 21, 2025
 
FINAL REPORT OF THE INSPECTOR OF ELECTION

I, the undersigned, the duly appointed Inspector of Election at the Annual Meeting of Stockholders (the “Meeting”) of SUPERIOR INDUSTRIES INTERNATIONAL, INC. (the “Company”), held on May 21, 2025, at 10:00 a.m. ET, hereby certify that:

 
1)
Before entering upon the discharge of my duties as Inspector of Election at the Meeting, I took and signed an Oath of Inspector of Election.

 
2)
The Meeting was held exclusively online at www.virtualstockholdermeeting.com/SUP2025​ on the date and time specified above.

 
3)
At the close of business on March 27, 2025, the record date for the determination of stockholders entitled to vote at the Meeting, there were 29,753,837 shares of the Company’s common stock outstanding and an additional 5,686,508 shares of common stock underlying 150,000 shares of Series A Preferred Stock, representing total voting power on a converted basis of 35,440,345  votes, constituting all the outstanding voting securities of the Company.

 
4)
At the Meeting, the holders of 28,236,236 shares of the Company’s common and Series A Preferred Stock, on a converted basis, were represented in person or by proxy, constituting a quorum.

 
5)
The undersigned canvassed the votes of the stockholders cast by ballot or proxy on the matters presented at the Meeting.

 
6)
At the Meeting, the vote to elect 8 directors to serve until the 2026 Annual Meeting and until their successors are duly elected and qualified, was as follows:

   
FOR
   
AGAINST
   
WITHHELD
   
BROKER NON-VOTE
 
Majdi B. Abulaban
   
18,249,440
     
0
     
1,101,632
     
8,885,164
 
Michael R. Bruynesteyn
   
17,694,315
     
0
     
1,656,757
     
8,885,164
 
Richard J. Giromini
   
17,534,503
     
0
     
1,816,569
     
8,885,164
 
Michael Guo
   
17,760,085
     
0
     
1,590,987
     
8,885,164
 
Paul J. Humphries
   
17,702,707
     
0
     
1,648,365
     
8,885,164
 
Timothy C. McQuay
   
17,787,853
     
0
     
1,563,219
     
8,885,164
 
Deven H. Petito
   
18,696,516
     
0
     
654,556
     
8,885,164
 
Ellen B. Richstone
   
17,628,526
     
0
     
1,722,546
     
8,885,164
 


 
7)
At the Meeting, the vote to approve the amendment and restatement of the Company’s 2018 Equity Incentive Plan, including an increase of 1,700,000 shares to the share reserve, was as follows:

FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTE
17,314,368
 
2,013,757
 
22,947
 
8,885,164

 
8)
At the Meeting, the vote to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers ("say-on-pay" vote) was as follows:

FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTE
17,535,947
 
1,741,570
 
73,555
 
8,885,164

 
9)
At the Meeting, the vote to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, was as follows:

FOR

AGAINST

ABSTAIN
27,851,058
 
312,183
 
72,995

IN WITNESS WHEREOF, I have made this Final Report and have hereunto set my hand this 21st day of May 2025.

/s/Marlene Aguilar
 
 
 
 
Marlene Aguilar