CVD Equipment (CVV) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on November 5, 2026, with shareholders voting on director elections, auditor ratification, and executive compensation approval.

• The record date for voting eligibility is September 16, 2026, with 6,951,203 shares outstanding, each entitled to one vote per share.

• Shareholders can vote online, by mail, or during the virtual meeting, and may revoke proxies before the meeting.

Voting matters and shareholder proposals

• Proposal 1: Election of five directors to serve until the 2027 annual meeting.

• Proposal 2: Ratification of CBIZ CPAs P.C. as independent auditor for 2026.

• Proposal 3: Advisory vote on executive compensation (say-on-pay).

• Shareholder proposals for the 2027 meeting must be received by May 28, 2027, and comply with SEC rules.

Board of directors and corporate governance

• The board consists of five independent directors, all nominated for re-election.

• Lawrence J. Waldman serves as Chairman, with separation of Chairman and CEO roles.

• Board committees include Audit, Compensation, and Nominating, Governance and Compliance, all composed of independent directors.

• The board held eight meetings in 2025, with all directors attending at least 75% of meetings.

• The company values diversity in director nominations and considers a broad mix of skills and backgrounds.