CECO Environmental (NASDAQ:CECO) stockholders approved the issuance of common stock tied to the company’s proposed transaction with Thermon Group Holdings, Inc., according to preliminary voting results announced at CECO’s 2026 annual meeting of stockholders.
The virtual meeting was called to order at 8:00 a.m. Central Time by Jason DeZwirek, chairman of CECO’s board of directors. DeZwirek said the meeting was being held pursuant to a notice made available to stockholders on April 23, 2026, and that stockholders attending virtually had the same rights and opportunities to participate as they would at an in-person meeting.
Stockholders Approve Share Issuance for Proposed Transaction
The first item of business was a vote to approve the issuance of CECO common stock in connection with transactions contemplated by an agreement and plan of merger dated Feb. 23, 2026. The agreement is among CECO, Longhorn Merger Sub, Inc., Longhorn Merger Sub LLC and Thermon Group Holdings, Inc.
DeZwirek said the board recommended that stockholders vote in favor of the share issuance. After the polls closed, he reported that inspectors of election Kiril Kovachev, CECO’s chief accounting officer, and Alyson Richter, the company’s general counsel and corporate secretary, had provided preliminary results showing the proposal was approved.
A related proposal to adjourn the meeting to a later date, if necessary or appropriate, to solicit additional proxies for the share issuance proposal was deemed moot, DeZwirek said.
Directors Elected Through 2027 Annual Meeting
Stockholders also elected eight directors to serve until the 2027 annual meeting of stockholders and until their successors are duly elected and qualified. The elected directors are:
- Jason DeZwirek
- Todd Gleason
- Robert Nolan
- Claudio Mannarino
- Munish Nanda
- Valerie Sachs
- Laurie A. Siegel
- Richard Wallman
CECO Chief Executive Officer Todd Gleason and Chief Financial Officer Peter Johansson were also among the company representatives introduced at the meeting.
Executive Pay, Incentive Plan and Auditor Ratified
In addition to the transaction-related vote and director elections, stockholders approved, on an advisory basis, the compensation of CECO’s named executive officers.
Stockholders also approved the CECO Environmental Corp. 2026 Equity and Incentive Compensation Plan. The company’s board had recommended approval of both the executive compensation advisory vote and the incentive plan.
The appointment of Deloitte & Touche LLP as CECO’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026, was also ratified by stockholders. DeZwirek said the board, based on the recommendation of the audit committee, had ratified Deloitte & Touche’s appointment and recommended that stockholders do the same.
Final Results to Be Filed With SEC
DeZwirek said the company will report the final voting results in a Form 8-K to be filed with the Securities and Exchange Commission within four business days of the meeting. He also said the certificate and report of the inspectors of election, including vote totals, will be filed with the meeting minutes in the company’s minute book.
No stockholder questions of general interest were received after the formal business concluded, DeZwirek said. The meeting was then adjourned.
About CECO Environmental (NASDAQ:CECO)
CECO Environmental Corp. (NASDAQ: CECO) is a global technology provider specializing in engineered solutions that help industrial and commercial customers manage air emissions, process fluids and optimize energy use. The company develops custom-engineered systems and modular packages designed to meet evolving environmental regulations and improve operational efficiency across diverse production processes.
CECO’s core offerings include air pollution control equipment—such as scrubbers, cyclones, fabric and cartridge filters—and industrial process filtration systems for applications ranging from particulate removal to oil-water separation.
