UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 20, 2021

Mayville Engineering Company, Inc.

(Exact name of registrant as specified in its charter)

715 South Street, Mayville, Wisconsin 53050

(Address of principal executive offices, including zip code)

(920) 387-4500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Effective immediately preceding the Annual Meeting (as defined below) on April 20, 2021, the Board of Directors of Mayville Engineering Company, Inc. (the “Company”) approved an amendment to Section 3.01 of Article III of the Bylaws of the Company to decrease the size of the Board of Directors from eight directors to seven directors.

On April 20, 2021, the Company held its 2021 annual meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on the following proposals:

As of the February 22, 2021 record date for the determination of the shareholders entitled to notice of, and to vote at, the Annual Meeting, 20,059,390 shares of the Company’s common stock were outstanding and eligible to vote. Approximately 97.32% of all shares (and votes) were represented at the Annual Meeting in person or by proxy. The following are the final votes on the matters presented for shareholder consideration at the Annual Meeting:

Election of Directors

The shareholders elected Allen J. Carlson, Timothy L. Christen and Jennifer J. Kent as directors for a three-year term to expire at the Company’s 2024 annual meeting of shareholders. The results of the vote were as follows:

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Amendment to the Omnibus Plan

The shareholders approved an amendment to the Omnibus Plan. The results of the vote were as follows:

Ratify Appointment of Deloitte & Touche LLP for 2021

The shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2021. The results of the vote were as follows:

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits. The exhibits listed in the exhibit index below are being filed herewith.

EXHIBIT INDEX

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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 by the undersigned hereunto duly authorized.