Mayville Engineering SEC Filings

Mayville Engineering Company, Inc. is asking shareholders to vote at its April 21, 2026 virtual annual meeting on electing three directors for terms ending in 2029, ratifying Deloitte & Touche LLP as independent auditor for 2026, and approving 2025 executive pay on an advisory basis.

Shareholders of record as of February 20, 2026, when 20,318,370 common shares were outstanding, may vote online, by phone, mail, or during the meeting. The Board remains majority independent with a separate non-executive Chair and three key committees (Audit, Compensation, Nominating & Governance) composed of independent directors.

In 2025, the company faced demand softness and completed the Accu-Fab acquisition to expand in Data Center & Critical Power markets. Annual incentive bonuses for named executives paid at 0% of target after company performance fell below threshold EBITDA and free cash flow goals, while long-term incentives shifted to a 50% performance stock unit, 50% restricted stock unit mix. One-time cash awards tied to the Accu-Fab deal, including $370,000 for the CEO and $150,000 for the CFO, were approved in March 2026 for payment in 2026.

Mayville Engineering Company, Inc. insider Sean P. Leuba, the company’s GC & Secretary, reported open-market sales of company stock on March 5, 2026. He sold 2,500 shares of common stock indirectly through an ESOP/401(k) at $20.07 per share and 6,698 shares directly at $18.81 per share, for total reported sales of 9,198 shares.

After these transactions, Leuba directly holds 11,841 common shares and maintains equity awards, including 14,526 and 13,938 restricted stock units that vest in annual thirds through March 2027 and March 2028, and 21,552 stock options that vest in two equal installments on February 28, 2024 and 2025.

Mayville Engineering Company, Inc. (MEC) files its annual report describing a diversified, U.S.-based contract manufacturing business serving heavy- and medium-duty commercial vehicles, construction & access equipment, powersports, data center & critical power, agriculture and military markets through 27 facilities and roughly 2,400 employees.

The company emphasizes "MEC Business Excellence" to drive operational, commercial and capital discipline, including automation, reshoring-focused growth and expansion in data center & critical power. Customer concentration is significant: in 2025, the top customer accounted for 13.6% of net sales and the top ten for 62.3%, with John Deere alone at 10.0%.

Risk factors highlight exposure to macroeconomic and trade-policy uncertainty, inflation in wages and materials, supply-chain disruptions, labor availability, and dependence on a limited number of large OEMs and key suppliers. MEC also notes higher leverage following the Accu-Fab acquisition and an amended revolving credit facility, plus broad regulatory, environmental, cybersecurity and climate-related risks.

Mayville Engineering Company reported a weak fourth quarter of 2025, with net sales up 10.7% year over year but a net loss of $4.4 million, or ($0.22) per diluted share, driven by launch costs and softer legacy demand. Adjusted EBITDA was $6.3 million, or 4.7% of net sales, down from 7.6% a year earlier, while free cash flow was $10.2 million, roughly flat after adjusting for a prior-year legal settlement.

Data Center & Critical Power net sales jumped to $20.4 million in the quarter, helped by the Accu-Fab acquisition and 12.7% organic growth, while Commercial Vehicle and Military declined. For full-year 2025, net sales were $546.5 million and Adjusted EBITDA was $47.1 million.

For 2026, MEC guides net sales between $580 million and $620 million, Adjusted EBITDA of $50 million to $60 million, and free cash flow of $25 million to $35 million, assuming $40 million to $50 million of Accu-Fab cross-selling revenue and improving legacy end markets.

Mayville Engineering Company, Inc. amended its Amended and Restated Credit Agreement on February 25, 2026, signing a Third Amendment that reshapes its senior secured revolving credit facility and key financial covenants.

The amendment reduces the total revolver commitment by $75,000,000 to $275,000,000 and adds two higher pricing levels that apply when the consolidated total leverage ratio is at or above 4.00 to 1.00 and 5.00 to 1.00. It also increases the permitted maximum consolidated total leverage ratio to as high as 5.25 to 1.00 for March 31, 2026 and June 30, 2026, then stepping down to 5.00 to 1.00 on September 30, 2026 and 4.00 to 1.00 on December 31, 2026, before returning to 3.50 to 1.00 from March 31, 2027 onward. The minimum consolidated interest coverage ratio is set at 3.00 to 1.00 through March 31, 2026, 2.75 to 1.00 from June 30, 2026 through December 31, 2026, and 3.00 to 1.00 from March 31, 2027. The amendment further tightens certain operational covenants, including limits on permitted acquisitions during the 2026 fiscal year.

Mayville Engineering Company, Inc. received an updated ownership report showing that Hilve Holdings Limited and its sole shareholder, Mikhail Stiskin, beneficially own 995,756 shares of Common Stock. This stake represents 4.9% of the outstanding common shares, based on 20,317,825 shares outstanding as of September 30, 2025.

Hilve Holdings Limited directly holds all 995,756 shares, while Stiskin may be deemed to beneficially own the same amount through his sole ownership of Hilve. Both report sole voting and dispositive power over these shares and certify that the investment is not intended to change or influence control of the company.

Allspring Global Investments Holdings, LLC has filed an amended Schedule 13G reporting a significant ownership position in Mayville Engineering Co Inc common stock. As of the event date of 12/31/2025, Allspring reports beneficial ownership of 2,052,613 shares, representing 10.1% of the outstanding common stock. The firm has sole power to vote 1,987,288 shares and sole power to dispose of 2,052,613 shares, with no shared voting or dispositive power.

The shares are owned of record by clients of one or more investment advisers controlled by Allspring, and those clients are entitled to dividends and sale proceeds. No individual client is reported to hold more than five percent of the class. Allspring certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Mayville Engineering.

Mayville Engineering Company, Inc. director Steven L. Fisher reported sales of company stock. On 12/11/2025 he sold 5,000 shares of common stock at $19.08 per share and another 5,000 shares at $19.14 per share, leaving him with 30,482 shares of directly held common stock.

He also reported 10,331 director restricted stock units tied to common stock, which vest 100% at the earlier of one year or the next annual shareholder meeting, and 39,900 director deferred stock units that will be settled in common stock upon his retirement or separation from the company.

Mayville Engineering Company, Inc. (MEC) executive vice president of strategy, sales and marketing Ryan F. Raber reported open-market sales of company stock. On 11/25/2025, he sold 12,500 shares of common stock at $16.69 per share and 2,500 shares at $16.625 per share.

After these transactions, Raber beneficially owns 91,018 MEC shares directly and 26,287 shares indirectly through an ESOP and/or 401(k) plan. He also holds multiple stock option and restricted stock unit awards that provide additional potential exposure to MEC shares over future vesting dates.