ESCO Q1 GAAP EPS $0.57 (+30% YoY), sales $205.5M (+16%); acquires CMT Materials

ESCO REPORTS FIRST QUARTER FISCAL 2023 RESULTS - Q1 GAAP EPS $0.57 / Adjusted EPS $0.60 - - Q1 Sales increase 16% to $206 Million - - $229 Million in Q1 Orders / Book-to-bill of 1.11x

Proposal 3 – Advisory vote on the resolution to approve the compensation of the Registrant’s executive officers (“Say on Pay”): “For” “Against” “Abstain” Broker Non-Votes Percent of Shares Represented and Entitled to Vote on the Proposal Voting “For” Percent of all Outstanding Shares Voting “For” 23,841,549 218,128 10,060 419,486 99.05% 92.10% Because the proposal received a majority of the shares represented at the meeting and entitled to vote on the matter, it was duly approved.

Proposal 1 – Election of Directors: Nominee “For” “Withhold” Broker Non-Votes Percent of Shares Represented and Entitled to Vote on the Nominee Voting “For” Percent of all Outstanding Shares Voting “For” Patrick M. Dewar 23,896,253 168,884 424,086 99.30% 92.32% Vinod M. Khilnani 23,831,421 233,716 424,086 99.03% 92.06% Robert J. Phillippy 21,149,833 2,915,304 424,086 87.89% 81.71% Because each nominee received a majority of the shares represented at the meeting and entitled to vote on the nominee, all of the nominees were duly elected.

Proposal 5 – Ratification of the Registrant’s appointment of Grant Thornton LLP as the Registrant’s independent registered public accounting firm for the 2022 fiscal year: “For” “Against” “Abstain” Broker Non-Votes Percent of Shares Represented and Entitled to Vote on the Proposal Voting “For” Percent of all Outstanding Shares Voting “For” 24,446,764 36,119 6,339 0 99.83% 94.44% Because the proposal received a majority of the shares represented at the meeting and entitled to vote on the matter, it was duly approved.

Proposal 4 – Advisory vote on the frequency of the advisory votes on executive compensation (“Say on Pay Frequency”): “1 Year” “2 Years” “3 Years” “Abstain” Broker Non-Votes Percent of Shares Represented and Entitled to Vote on the Proposal Voting “1 Year” Percent of all Outstanding Shares Voting “1 Year” 22,599,667 3,948 1,458,062 8,059 419,486 93.89% 87.31% Because a significant majority of the shares favored holding the Say-on-Pay vote every “1 Year,” which was the one recommended by the Board as well as the one the Company has historically used, the Company plans to continue to hold a Say-on-Pay vote every year.

Proposal 2 – Approval of an extension and certain amendments of the Registrant’s 2018 Omnibus Incentive Plan (the “Plan”): “For” “Against” “Abstain” Broker Non-Votes Percent of Shares Represented and Entitled to Vote on the Proposal Voting “For” Percent of all Outstanding Shares Voting “For” 23,464,940 594,397 10,400 419,486 97.49% 90,65% Because the proposal received a majority of the shares represented at the meeting and entitled to vote on the matter, it was duly approved.