TAYLOR DEVICES, INC. (TAYD) SEC Filings

Taylor Devices, Inc. (TAYD) is asking shareholders at the October 16, 2026 in-person annual meeting to elect CEO Timothy J. Sopko as a Class 2 director through 2029, ratify Lumsden & McCormick, LLP as auditor for the year ending May 31, 2027, and approve an advisory say‑on‑pay resolution for named executive officers.

Shareholders of record at the close of business on August 17, 2026, when 3,225,365 shares of common stock were outstanding and entitled to one vote each, may vote in person or by proxy. The proxy details board composition and independence, committee activity, director and executive compensation, equity plans, major shareholders, indemnification arrangements, and auditor fees and approval policies.

Taylor Devices, Inc. designs and manufactures shock absorption and energy storage products, with major exposure to aerospace/defense and structural (seismic) markets. For the year ended May 31, 2026, the company reported net revenue of $41.6 million, down 10% from $46.3 million, and net income of $8.6 million, down $0.8 million.

Gross profit was $18.3 million with a 44% margin, two points lower than 2025. Structural sales fell 31%, while aerospace/defense grew 1% and industrial declined 11%. U.S. sales rose as a share of total to 87%, while Asia dropped to 8% of revenue.

Despite lower revenue, Taylor Devices ended the year with a strong balance sheet, including $40.6 million in short-term investments, $0.9 million in cash, no borrowings on a $10 million credit line, and total stockholders’ equity of $72.9 million. Backlog increased sharply to $52.8 million from $27.1 million, heavily weighted (92%) to aerospace/defense, and includes a $19.0 million non-project order extending through fiscal 2030. R&D spending rose 75% to $776,000, while SG&A declined 10% to $10.2 million. The effective tax rate dropped to 5%, aided by research credits and share-based payment effects. Management and auditors both concluded internal control over financial reporting is effective.

Vanguard Capital Management, together with specified affiliates, reports beneficial ownership of common stock of Taylor Devices Inc. The group holds 166,333 shares, representing 5.16% of the class as of June 30, 2026.

Vanguard Capital Management has sole voting power over 21,447 shares and sole dispositive power over 166,333 shares, with no shared voting or dispositive power. The filing explains that these holdings include securities held by Vanguard funds and managed accounts over which the reporting entities exercise voting and/or dispositive power, and notes that no other single person has more than a 5% interest in the reported securities.

BlackRock, Inc. has reported beneficial ownership of common stock of Taylor Devices, Inc. on a Schedule 13G. BlackRock and certain of its subsidiaries and affiliates beneficially own 177,884 shares of Taylor Devices common stock, representing 5.5% of the class.

BlackRock reports sole voting power over 175,070 shares and sole dispositive power over 177,884 shares, with no shared voting or dispositive power. Various underlying clients have rights to dividends or sale proceeds from these shares, but no single such person has more than five percent of Taylor Devices’ outstanding common shares.

Taylor Devices, Inc. director Robert Michael Carey reported selling a total of 5,000 shares of Common Stock in open-market transactions. On April 28, 2026, he executed two separate sales at weighted average prices of $57.27 and $55.52 per share.

Footnotes explain that each reported price is a weighted average for multiple trades completed within narrow ranges around those prices, and that detailed price-by-trade information is available upon request. The transactions were reported as direct ownership sales.

TAYD submitted a Form 144 notice regarding the proposed sale of Common shares. The filing lists a quantity of 5,000 and an associated numeric value of 285,600.00, references Nasdaq, and records two prior option exercises dated 10/28/2024 that converted 3,989 and 3,732 shares from equity compensation awards dated 04/18/2022 and 04/22/2021.

TAYLOR DEVICES, INC. Chief Executive Officer Timothy John Sopko received a grant of stock options covering 7,000 shares of Common Stock as compensation. The options have an exercise price of $56.43 per share and expire on April 18, 2036. Following this grant, he holds 7,000 stock options directly.

TAYLOR DEVICES, INC. director Robert Michael Carey received a grant of stock options representing 7,000 shares of common stock. These options were awarded at an exercise price of 56.43 per share and are exercisable into 7,000 shares of common stock. Following this grant, Carey holds 7,000 derivative securities linked to the company’s stock, with an expiration date of April 18, 2036.

TAYLOR DEVICES, INC. Chief Financial Officer Paul Murray Heary reported a compensation-related equity award. He received a grant of stock options covering 7,000 shares of common stock, giving him the right to buy those shares at an exercise price of $56.43 per share.

The options were granted on April 18, 2026 and are scheduled to expire on April 18, 2036. The filing shows no open-market buying or selling of common stock; instead, it records this grant/award acquisition of derivative securities, leaving him with 7,000 stock options after the transaction.