Advanced Drainage Systems Shareholders Approve Board, Auditor and Pay at Annual Meeting

Advanced Drainage Systems NYSE: WMS held its annual meeting of stockholders virtually, with shareholders approving all three proposals presented by the company, according to meeting remarks from President and CEO D. Scott Barbour and Secretary Scott Cottrill. Barbour opened the meeting by outlining the agenda, which included the election of nine directors, ratification of Deloitte & Touche LLP as the company’s independent registered public accounting firm for the fiscal year ending March 31, 2027, and a non-binding advisory vote on compensation for named executive officers. The meeting was conducted through an online virtual meeting portal. Barbour said management would not take questions during the meeting, though stockholders could submit questions through the portal for potential response at a later date. Quorum Established for Virtual Meeting Cottrill said notice of the annual meeting was mailed on June 3, 2026, to stockholders of record as of the close of business on May 22, 2026. Stockholders were provided electronic access to the company’s proxy statement, proxy card, annual report and other voting materials, with the option to request hard copies. Cottrill reported that at least 69,449,767 shares of common stock were present or represented by proxy at the meeting, equal to approximately 90.61% of the shares outstanding and entitled to vote as of the record date. Barbour declared that a quorum was present and that the meeting was duly convened. Director Nominees Elected The first proposal asked stockholders to elect nine directors to serve terms expiring at the company’s 2027 annual meeting, or until their successors are elected and qualified. The nominees were D. Scott Barbour, Anesa T. Chaibi, Michael B. Coleman, Robert M. Eversole, Alex R. Fischer, Tanya D. Fratto, Kelly S. Gast, Manuel J. Perez de la Mesa and Anil Seetharam. Barbour said the Board of Directors recommended that stockholders vote in favor of each nominee. After voting was completed, the preliminary report of the Inspector of Election indicated that each director nominee received the required number of votes and was elected. No other candidates received votes, according to the report read during the meeting. Barbour also recognized Mark Haney and Luther Kissam, who were not standing for re-election, thanking them for their service as members of the board and for the “depth and breadth of expertise” they brought to the board. Deloitte Ratified as Auditor Stockholders also ratified the appointment of Deloitte & Touche LLP as Advanced Drainage Systems’ independent registered public accounting firm for the fiscal year ending March 31, 2027. Barbour noted that a representative from Deloitte was in attendance and could respond to appropriate questions submitted by stockholders through the online portal, with any responses to be addressed later as appropriate. The company said the proposal received support from at least a majority of the outstanding shares present through the virtual meeting room or represented by proxy and entitled to vote. Executive Compensation Approved The third proposal was a non-binding advisory vote to approve the compensation of the company’s named executive officers. Barbour said the compensation details were discussed in the proxy statement made available to stockholders ahead of the meeting, and that the board recommended a vote in favor. According to the preliminary voting results announced during the meeting, stockholders approved the executive compensation proposal by the required majority of shares present or represented by proxy and entitled to vote. After the results were announced, Barbour requested that the final report of the Inspector of Election be filed with the meeting minutes.