TechPrecision holders approve 750,000 more plan shares

Five director nominees were elected, the auditor was ratified for the fiscal year ending March 31, 2027, and executive compensation received non-binding approval.

Rhea-AI Filing Summary

TechPrecision Corporation stockholders approved the amended and restated 2016 Equity Incentive Plan, increasing the number of common shares authorized for issuance under the plan by 750,000 shares and extending its expiration to September 29, 2036. The board adopted the changes on September 2, 2026, subject to stockholder approval.

At the September 29, 2026 annual meeting, director nominees Andrew A. Levy, General Victor E. Renuart Jr. (Ret.), Walter M. Schenker, Alexander Shen and Robert D. Straus were elected to one-year terms ending at the 2027 annual meeting. Stockholders also ratified CBIZ CPAs P.C. as the independent registered public accounting firm for the fiscal year ending March 31, 2027, and approved named executive officer compensation on an advisory, non-binding basis. Of 10,133,261 shares entitled to vote as of August 27, 2026, 6,783,109 were present in person or by proxy.

8-K Event Classification

3 items: 5.02, 5.07, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Increase in shares authorized for issuance under the plan: 750,000 shares Plan expiration: September 29, 2036 Shares entitled to vote: 10,133,261 shares +4 more

7 metrics

Increase in shares authorized for issuance under the plan 750,000 shares Approved September 29, 2026

Plan expiration September 29, 2036 Amended and restated 2016 Equity Incentive Plan

Shares entitled to vote 10,133,261 shares As of the August 27, 2026 record date

Shares present in person or by proxy 6,783,109 shares September 29, 2026 annual meeting

Votes for amended plan 3,388,818 votes Annual meeting vote

Votes against amended plan 401,137 votes Annual meeting vote

Votes for named executive officer compensation 3,502,890 votes Advisory, non-binding annual meeting vote

Key Terms

Amended and Restated Plan, Broker Non-Votes, record date, advisory, non-binding basis

4 terms

Amended and Restated Plan technical

"The Amended and Restated Plan was approved"

Broker Non-Votes regulatory

"Broker Non-Votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

record date regulatory

"the record date for the Annual Meeting"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

advisory, non-binding basis regulatory

"approved ... on an advisory, non-binding basis"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did TPCS shareholders approve for the equity plan?

TPCS stockholders approved an increase of 750,000 shares in the common stock authorized for issuance under the 2016 Equity Incentive Plan. The amendment also extended the plan's expiration to September 29, 2036.

How did TPCS stockholders vote on executive compensation?

Stockholders approved named executive officer compensation on an advisory, non-binding basis: 3,502,890 votes for, 311,496 against and 128,874 abstentions. There were 2,839,849 broker non-votes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934

Date of Report (Date of earliest event reported): September 29, 2026

TECHPRECISION CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware		001-41698		51-0539828
(State or Other Jurisdiction of Incorporation or Organization)		(Commission File Number)		(IRS Employer Identification No.)

1 Bella Drive

Westminster, MA 01473

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (978) 874-0591

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		TPCS		Nasdaq Capital Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 2, 2026, the Board of Directors (the “Board”) of TechPrecision Corporation (the “Company”) adopted an amendment and restatement of the TechPrecision Corporation 2016 Equity Incentive Plan (as amended and restated, the “Amended and Restated Plan”), subject to stockholder approval at the Company’s 2026 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, held on September 29, 2026, the Company’s stockholders approved the Amended and Restated Plan to, among other changes, increase the number of shares of the Company’s Common Stock authorized for issuance under the Amended and Restated Plan by 750,000 shares and extend the expiration of the Amended and Restated Plan to September 29, 2036. A description of the Amended and Restated Plan was set forth in the section titled “Amended and Restated Plan Summary” of the Company’s Proxy Statement dated September 2, 2026 (the “Proxy Statement”) which was filed with the Securities and Exchange Commission and distributed to stockholders. The descriptions of the Amended and Restated Plan contained herein and in the Proxy Statement are qualified in their entirety by reference to the Amended and Restated Plan, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On September 29, 2026, the Company held the Annual Meeting.  A total of 10,133,261 shares of the Company’s common stock were entitled to vote as of August 27, 2026, the record date for the Annual Meeting, of which 6,783,109 were present in person or by proxy at the Annual Meeting.  The final results for each of the matters submitted to a vote of stockholders at the Annual Meeting are as follows:

Proposal No. 1: All of the nominees for director listed below were elected to serve for a one-year term expiring on the date of the Company’s 2027 Annual Meeting of Stockholders (and until their successors are duly elected and qualified) by the votes set forth in the table below:

Nominee		For				Against				Abstain				Broker Non-Votes
Andrew A. Levy			2,298,408				1,381,397				263,455				2,839,849
General Victor E. Renuart Jr. (Ret.)			3,903,999				39,221				40				2,839,849
Walter M. Schenker			2,123,132				1,688,648				131,480				2,839,849
Alexander Shen			2,691,374				422,149				829,737				2,839,849
Robert D. Straus			3,584,548				20,694				338,018				2,839,849

Proposal No. 2: The selection of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year ending on March 31, 2027 was ratified by the Company’s stockholders by the votes set forth in the table below:

For				Against				Abstain
	6,505,347				192,188				85,574

Proposal No. 3: The compensation of the Company’s Named Executive Officers as disclosed in the Company’s Proxy Statement dated September 2, 2026 was approved by the Company’s stockholders on an advisory, non-binding basis by the votes set forth in the table below:

For				Against				Abstain				Broker Non-Votes
	3,502,890				311,496				128,874				2,839,849

Proposal No. 4: The Amended and Restated Plan was approved by the Company’s stockholders by the votes set forth in the table below:

For				Against				Abstain				Broker Non-Votes
	3,388,818				401,137				153,305				2,839,849

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description
10.1	TechPrecision Corporation 2016 Equity Incentive Plan, as amended and restated
104	Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	TECHPRECISION CORPORATION
Date: September 29, 2026	By:	/s/ Phillip E. Podgorski
	Name:	Phillip E. Podgorski
	Title:	Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EXHIBIT 10.1 102.2 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB