Although the prior say-on-pay vote received 98% support (well above the 70% threshold), the pay-for-performance alignment check raises a concern: the CEO's total compensation jumped 61% to $3.79 million in 2025 — driven by a 32% base salary increase and equity grants valued at over $2.2 million — while ALTG's stock has lost more than half its value over three years compared to a peer group that was essentially flat, a gap of 51.6 percentage points. The policy requires a No vote when variable pay is above benchmark and the stock underperforms sector/market cap peers by more than 20 percentage points over three years, and that condition is clearly met here. The company does have meaningful performance conditions on its equity awards and a valid clawback policy, which are positives, but the magnitude of the pay increase against deeply negative shareholder returns is not aligned with the shareholder experience.

Non-audit fees paid to Deloitte in 2025 — including $735,000 in tax services, $120,000 in audit-related fees for acquisition due diligence, and $1,900 in other fees — total $856,900, which is approximately 42.7% of the $2,005,000 in core audit fees, comfortably below the 50% threshold that would raise independence concerns; auditor tenure is not disclosed in the proxy so the tenure trigger cannot fire, and no material restatements were identified; Deloitte is a Big 4 firm appropriate for a company of ALTG's size and complexity.