Universal Stainless & Alloy Products, Inc. 2024-2025 Proxy Voting Records

Description as filed by funds: To adopt the Agreement and Plan of Merger, dated October 16, 2024 (as such agreement may be amended, modified or supplemented from time to time, the "Merger Agreement"), by and among Universal Stainless & Alloy Products, Inc., a Delaware corporation ("Universal"), Aperam US Holdco LLC, a Delaware limited liability company ("Parent"), and Aperam US Absolute LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent ("Merger Sub"), providing for the acquisition of Universal by Parent. Upon the terms and subject to the conditions of the Merger Agreement, including, without limitation, approval of this proposal by Universal's stockholders, Parent will acquire Universal via the merger of Merger Sub with and into Universal, with the separate corporate existence of Merger Sub thereupon ceasing and Universal continuing as the surviving corporation and a wholly owned subsidiary of Parent.

Universal Stainless & Alloy Products, Inc.’s own tally for this item (“1. Adoption of the Merger Agreement”): 6,407,788 for, 23,847 against — passed, per its Form 8-K filed January 15, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The final voting results for each of the proposals submitted to a vote of the Company's stockholders at the Special Meeting are as follows: Proposal 1 – Adoption of the Merger Agreement : The stockholders of the Company adopted the Agreement and Plan of Merger, dated October 16, 2024 (such agreemen…”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 59 asset managers below reported 2,219,224 for.

Showing the 25 largest of 59 asset managers. See all 59 in the interactive database.

Description as filed by funds: To approve the adjournment of the special meeting of Universal's stockholders (the "Special Meeting") to a later date or dates, if determined to be necessary or appropriate by the chairman of the Special Meeting, including, without limitation, to solicit additional proxies to approve the proposal to adopt the Merger Agreement if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting.

Universal Stainless & Alloy Products, Inc.’s own tally for this item (“3. Adjournment of the Special Meeting, if necessary or appropriate”): 6,031,324 for, 399,252 against — passed, per its Form 8-K filed January 15, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 - Adjournment of the Special Meeting, if necessary or appropriate : The stockholders of the Company approved a proposal to adjourn the Special Meeting to a later date or dates, if necessary or appropriate, including to solicit additional proxies to approve the proposal to adopt the Merge…”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 59 asset managers below reported 2,017,897 for, 201,327 against.

Showing the 25 largest of 59 asset managers. See all 59 in the interactive database.

Description as filed by funds: To approve, on an advisory (non- binding) basis, the compensation that may be paid or become payable to Universal's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement.

Universal Stainless & Alloy Products, Inc.’s own tally for this item (“2. Non-binding Advisory Vote on Compensation of Named Executive Officers”): 3,180,489 for, 3,240,481 against — failed, per its Form 8-K filed January 15, 2025 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “Proposal 2 – Non-binding Advisory Vote on Compensation of Named Executive Officers : The stockholders of the Company did not approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to the Company's named executive officers identified in the Proxy Statement t…”
Support: 49.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 59 managers: 859,196 for, 1,357,127 against, 2,901 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 100 managers: 812,375 for, 2,145,070 against, 14,988 abstained. Showing the 25 largest; see all in the interactive database.