VALMONT INDUSTRIES INC 10-Q

ITEM 5. OTHER INFORMATION Submission of Matters to a Vote of Security Holders Valmont’s annual meeting of stockholders was held on May 6, 2024. The stockholders elected four directors to serve three-year terms, approved, on an advisory basis, a resolution approving Valmont’s named executive officer compensation, and ratified the appointment of Deloitte & Touche LLP as independent auditors for fiscal 2024. For the annual meeting, there were 20,184,457 shares outstanding and eligible to vote of which 18,604,737 were present at the meeting in person or by proxy. The tabulation for each matter voted upon at the meeting was as follows: Election of Directors: ​ ​ ​ ​ ​ ​ ​ ​ ​ For ​ Withheld ​ Broker Non-Votes Avner M. Applbaum ​ 16,835,089 ​ 282,879 ​ 1,486,769 Daniel P. Neary ​ 16,493,447 ​ 624,521 ​ 1,486,769 Theo Freye ​ 15,953,759 ​ 1,164,209 ​ 1,486,769 Joan Robinson-Berry ​ 16,896,197 ​ 221,771 ​ 1,486,769 Advisory vote on executive compensation: ​ ​ ​ ​ ​ ​ ​ For ​ ​ ​ ​ ​ 16,342,236 Against ​ ​ ​ ​ ​ 745,185 Abstain ​ ​ ​ ​ ​ 30,547 Broker non-votes ​ ​ ​ ​ ​ 1,486,769 Proposal to ratify the appointment of Deloitte & Touche LLP as independent auditors for fiscal 2024: ​ ​ ​ ​ ​ ​ ​ For ​ ​ ​ ​ ​ 17,925,071 Against ​ ​ ​ ​ ​ 627,422 Abstain ​ ​ ​ ​ ​ 52,244 Broker non-votes ​ ​ ​ ​ ​ — ​ ITEM 6. EXHIBITS Exhibit No. Description 22.1 ​ List of Issuer and Guarantor Subsidiaries. This document was filed as Exhibit 22.1 to the Company’s Quarterly Report on Form 10-Q (Commission file number 001-31429) for the quarter ended September 25, 2021 and is incorporated herein by reference. 31.1* ​ Section 302 Certificate of Chief Executive Officer 31.2* ​ Section 302 Certificate of Chief Financial Officer 32.1* ​ Section 906 Certifications of Chief Executive Officer and Chief Financial Officer 101 ​ The following financial information from Valmont’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2024, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Statements of Earnings, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows, (v) the Condensed Consolidated Statements of Shareholders’ Equity and Redeemable Noncontrolling Interests, (vi) Notes to Condensed Consolidated Financial Statements and (vii) document and entity information. 104 ​ Cover Page Interactive File (formatted as Inline XBRL and contained in Exhibit 101) * Filed herewith ​ 32 Table of Contents 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 and by the undersigned thereunto duly authorized. ​ VALMONT INDUSTRIES, INC. ​ ​ ​ /s/ TIMOTHY P. FRANCIS ​ Timothy P. Francis ​ Interim Chief Financial Officer Dated the 8th day of May 2024 ​ 33