Every DEF 14A that NN Inc (NNBR) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow NNBR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NNBR filings page.
NN, Inc. (NNBR) is calling a special stockholder meeting on September 30, 2026 to approve several amendments to its Certificate of Incorporation. The primary proposal would double authorized common shares from 90,000,000 to 180,000,000, increasing total authorized capital to 185,000,000 shares including 5,000,000 preferred.
As of August 5, 2026, 82,580,864 common shares were outstanding and extensive plan and warrant reservations left only 370,147 authorized shares unreserved. Other proposals would add Delaware-permitted officer exculpation, adopt Delaware and federal forum selection provisions, let only affected preferred holders vote on preferred-only term changes, and clean up board declassification and indemnification language. Proposal 5 requires approval from holders of at least 66 2/3% of the voting power of outstanding common stock; Proposals 2–4 require majority voting power support, and Proposal 1 needs a majority of votes cast.
NN, Inc. is soliciting proxies for its 2026 Annual Meeting of Stockholders to be held on May 20, 2026. Stockholders will vote to elect eight directors, approve an amended and restated 2022 Omnibus Incentive Plan (including a 2,000,000-share increase), cast advisory votes on executive compensation, and ratify Grant Thornton LLP as auditor.
The record date was March 23, 2026, when 50,190,124 shares of common stock were outstanding. The Board recommends voting FOR each director nominee and FOR Proposals II–IV.
NN, Inc. is asking stockholders to vote at its 2026 Annual Meeting on May 20, 2026, at 10:00 a.m. Eastern Time in Charlotte, North Carolina. Holders of 50,190,124 shares of common stock outstanding as of March 23, 2026 can vote by mail, phone, Internet or in person, with each share entitled to one vote per proposal.
Stockholders will elect eight directors for one-year terms, vote on approval of an Amended and Restated 2022 Omnibus Incentive Plan, cast a non-binding say-on-pay vote on executive compensation, and consider ratification of Grant Thornton LLP as independent auditor for 2026.
The amended incentive plan would increase the share reserve by 2,000,000 shares to support future equity awards, add a general one-year minimum vesting requirement (with limited exceptions), prohibit dividends on unvested awards, and bar repricing of stock options or SARs without stockholder approval. NN, Inc. emphasizes majority voting for uncontested director elections, a fully independent board except the CEO, board and committee risk oversight, ESG oversight by the Board, and clawback and anti-hedging policies covering incentive compensation.