NOTICEOF ANNUAL MEETINGOFNotice of Annual Meeting of Shareholders

SHAREHOLDERS

The 20202023 Annual Meeting of Shareholders (the “Annual Meeting”) of Standex International Corporation (the “Company” or “Standex”) will be held on Tuesday, October 20, 202024, 2023 at 9:00 a.m., local time, at the Company’s Corporate Headquarters, located at 23 Keewaydin Drive, Suite 300, Salem, New Hampshire 03079.*

You are receiving these proxy materials in connection with the solicitation of proxies by the Board of Directors (the “Board”) of Standex, International Corporation, a Delaware corporation, to be voted at the 20202023 Annual Meeting and any continuation, adjournment or postponement thereof.

Shareholders of record at the close of business on August 31, 20202023 are entitled to vote at the meeting, either in person or by proxy, on the following matters, as well as the transaction of any other business properly presented at the Annual Meeting:

Item 1 Election of Directors Set the size of the Board at seven and elect two directors to hold office for three-year terms ending on the date of the annual meeting in 2023; Item 2 Executive Compensation An advisory vote on the Companys executive compensation; and Item 3 Ratification of Independent Auditors Ratification of the appointment of Deloitte & Touche LLP as the Companys independent auditor for FY 2021.

On September 8, 2020, we began to mail our shareholders either a notice containing instructions on how to access this Proxy Statement and our Annual Report through the Internet, or a printed copy of these materials. We have provided each shareholder with a Notice of Internet Availability of Proxy Materials (the “Notice”), which encourages shareholders to review all proxy materials and our annual report and vote online at www.envisionreports.com/sxi. We believe that reviewing materials online reduces our costs, eliminates surplus printed materials and generally reduces the environmental impact of our Annual Meeting. If you would like to receive a printed copy of our proxy materials, please follow the instructions contained in the Notice.

All proxy solicitation costs are paid by the Company. In addition to proxy solicitations made by mail, the Company’s directors and officers may solicit proxies in person or by telephone.

Your vote is important. Whether or not you plan to attend the Annual Meeting, we hope that you will vote your shares as soon as possible. We encourage you to vote via the Internet, since it is convenient and significantly reduces postage and processing costs. You may also vote via telephone or by mail if you received paper copies of the proxy materials. Instructions regarding the methods of voting are included in the Notice, the proxy card and this Proxy Statement on page 57.

On September 8, 2023, we began to mail our shareholders either a notice containing instructions on how to access this Proxy Statement and our Annual Report through the Internet, or a printed copy of these materials. We have provided each shareholder with a Notice of Internet Availability of Proxy Materials (the “Notice”), which encourages shareholders to review all proxy materials and our annual report and vote online at www.envisionreports.com/sxi. We believe that reviewing materials online reduces our costs, eliminates surplus printed materials and generally reduces the environmental impact of our Annual Meeting. If you would like to receive a printed copy of our proxy materials, please follow the instructions contained in the Notice. All proxy solicitation costs are paid by the Company. In addition to proxy solicitations made by mail, the Company’s directors and officers may solicit proxies in person or by telephone.

Your vote is important. Whether or not you plan to attend the Annual Meeting, we hope that you will vote your shares as soon as possible. We encourage you to vote via the Internet, since it is convenient and significantly reduces postage and processing costs. You may also vote via telephone or by mail if you received paper copies of the proxy materials. Instructions regarding the methods of voting are included in the Notice, the proxy card and this Proxy Statement on page 69. By Order of the Board of Directors,     Alan J. Glass, Secretary   IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE SHAREHOLDER MEETING TO BE HELD ON OCTOBER 20, 2020. 24, 2023 As permitted by the SEC, the 20202023 Notice of Annual Meeting of Shareholders and Proxy Statement and the 20202023 Annual Report on Form 10-K are available for review at ir.standex.com by clicking “Financials” and then “Annual Reports.”   * Our Annual Meeting will follow all COVID-19 public health protocols, including keeping attendees at social distance and requiring all attendees to wear face coverings, which will be provided. In the unlikely event that we are not able to hold the Annual Meeting in person, we will notify all shareholders, through a press release and at www.envisionreports.com/sxi, regarding an alternative location or remote access. PROXY STATEMENT SUMMARYProxy Statement Summary This summary contains a general overview of this Proxy Statement. It highlights information contained elsewhere in this Proxy Statement and is meant to be used as a quick reference. This summary does NOT contain all of the information that you should consider before voting. You should read the entire Proxy Statement carefully before voting.   2020 ANNUAL MEETING2023 Annual Meeting       Date & Time October 20, 2020 9:00 a.m. local time Location Standex International Corporation 23 Keewaydin Drive, Suite 300 Salem, NH 03079 Who Can Vote Holders of our Common Stock as of the record date: August 31, 2020 can vote on all matters You are receiving these proxy materials in connection with the solicitation of proxies by the Board of Directors of Standex International Corporation, a Delaware corporation, to be voted at the 20202023 Annual Meeting and any continuation, adjournment or postponement thereof. On September 8, 2020,2023, we began to mail our shareholders either a notice containing instructions on how to access this Proxy Statement and our Annual Report through the Internet, or a printed copy of these materials. The Notice explains how you may access and review the proxy materials and how you may submit your proxy via the Internet. If you would like to receive a printed copy of our proxy materials, please follow the instructions contained in the Notice. All proxy solicitation costs are paid by the Company. In addition to proxy solicitations made by mail, the Company’s directors and officers may solicit proxies in person or by telephone.   AGENDAAND VOTING RECOMMENDATIONSAgenda and Voting Recommendations     Item Proposals Board Vote Recommendation 1 Election of Directors FOR 2 Advisory Vote on Executive Compensation FOR 3 Ratification of Auditors FOR How to Vote   If you hold shares as of the RECORD DATE (August 31, 2023), you can vote your shares using any of the following methods:   Vote by Internet. Visit www.envisionreports.com/sxi. Vote by Mail. Complete, sign, date and return your proxy card by mail. Vote by Telephone. Call toll-free to 1-800-652-VOTE (8683). 2020 PROXY STATEMENT 5 Vote in Person. You may attend the Annual Meeting in person and deliver a completed proxy card or vote by ballot.   Internet and telephone voting will be available 24 hours a day, 7 days a week, until 1:00 a.m., Eastern Time, on October 24, 2023. You do not need to return your proxy card if you vote by Internet or telephone. Item 1 Election of Directors The Board and the Nominating and Corporate Governance Committee believe that the Board size should be set at seven and that the two director nominees possess the necessary qualifications and experiences to continue to provide advice to the Companys management and effectively oversee the business and the long-term interests of shareholders. We are asking shareholders to vote to set the size of the Board at seven and to elect the two director nominees to hold office until the 2023 annual meeting and until their successors have been elected and qualified. Please see See page 9 69 for more information. Our Board recommends a vote FOR this Item.details.   2023 Proxy Statement5 Item 1 BOARD NOMINEESElectionofDirectors The Board and the Nominating and Corporate Governance Committee believe that the three director nominees possess the necessary qualifications and experiences to provide advice to the Company’s management and effectively oversee the business and the long-term interests of shareholders. We are asking shareholders to vote to elect three director nominees to hold office until the 2026 annual meeting and until their successors have been elected and qualified. Please see page 9for more information.  Our Board recommends a vote FORthis Item. Board Nominees & CONTINUING DIRECTORSContinuing Directors                     Committee Memberships   Name     Age       Years of   Tenure   Term   Expiration           A               C           N&CG   DAVID DUNBAR President and Chief Executive Officer, Standex International Corporation   58   6   2020       MICHAEL A. HICKEY INDEPENDENT Former Executive Vice President and President of Global Institutional, Ecolab, Inc.   59   3   2020       CHARLES H. CANNON, JR. INDEPENDENT Former Executive Chairman and Chief Executive Officer, John Bean Technologies   68   16   2021       JEFFREY S. EDWARDS* INDEPENDENT Chairman and Chief Executive Officer, Cooper Standard Holdings, Inc.   58   6   2021       B. JOANNE EDWARDS* INDEPENDENT Former Senior Vice President and General Manager, Eaton Corporation Plc.   64   2   2021       THOMAS E. CHORMAN INDEPENDENT Chief Executive Officer, Solar LED Innovations, LLC   66   16   2022       THOMAS J. HANSEN LEAD INDEPENDENT DIRECTOR Former Executive Vice Chairman, Illinois Tool Works, Inc.   71   7   2022           Years of Term Committee Memberships Name          Age Tenure Expiration A C N&CG I&T Charles H. Cannon, Jr. Independent   Former Executive Chairman and Chief Executive Officer, JBT Corporation 71 19 2023 David Dunbar President and Chief Executive Officer, Standex International Corporation 62 9 2023 Michael A. Hickey Independent Former Executive Vice President and President of Global Institutional, Ecolab, Inc. 62 6 2023 Robin J. Davenport Independent Former Vice President of Corporate Finance, Parker Hannifin Corporation 61 2 2024 Jeffrey S. Edwards* Independent Chairman and Chief Executive Officer, Cooper Standard Holdings, Inc. 61 9 2024 B. Joanne Edwards* Independent Former Senior Vice President and General Manager, Eaton Corporation Plc. 67 5 2024 Thomas E. Chorman Independent Chief Executive Officer, Solar LED Innovations, LLC 69 19 2025 Thomas J. Hansen Lead Independent Director Former Executive Vice Chairman, Illinois Tool Works, Inc. 74 10 2025 * Jeffrey S. Edwards and B. Joanne Edwards are not related.   A Audit Committee N&CG Nominating & Corporate Governance Committee C Compensation Committee N&CGI&T NominatingInnovation & Corporate GovernanceTechnology Committee  Chair  Member * Jeffrey S. Edwards and B. Joanne Edwards are not related.   CORPORATE GOVERNANCE HIGHLIGHTSCorporate Governance Highlights   We are committed to strong corporate governance practices, which promote the long-term interests of shareholders, strengthen financial integrity and hold our Board and management accountable. The highlights of our corporate governance practices include the following:   • All non-employee directors are independent • Regular executive sessions of independent directors • All Board committees are comprised solely of independent directors • Annual board and committee self-evaluations • Risk oversight (including cybersecurity) by the full Board and committees • Ongoing review of optimal Board composition • Independent compensation consultant reports directly to the Compensation Committee • Lead Independent Director • Corporate Governance Guidelines • Stock ownership guidelines for directors and executive officers Regular executive sessions of independent directors Audit, Compensation and Nominating and Corporate Governance committees are comprised solely of independent directors Annual board and committee self-evaluations Risk oversight by the full board and committees Ongoing review of optimal Board composition Board members participate in our Company-wide compliance and ethics training programs Independent compensation consultant reports directly to the Compensation Committee Lead Independent Director Corporate Governance Guidelines Stock ownership guidelines for directors and executive officers Policy against hedging and pledging of Company stock Code of Conduct applies to directors & all employees Annual advisory approval of executive compensation Board and committees may engage outside advisors independently of management Oversight of whistleblower hotline • Policy against hedging and pledging of Company stock • SEC compliant clawback policy has been adopted • Code of Conduct applies to directors & all employees • Annual advisory approval of executive compensation • Board and committees may engage outside advisors independently of management • Oversight of whistleblower hotline • Mandatory Board retirement age • Periodic committee chair and membership rotations • Oversight of ESG strategy and reporting     62023 Proxy Statement   Item 2 2020 PROXY STATEMENTAdvisoryVoteonExecutiveCompensation We are asking shareholders to vote on an advisory basis on the compensation paid to our Named Executive Officers as described in the Compensation Discussion and Analysis beginning on page 36 and the Compensation Tables beginning on page 54. Please see page 14for more information. Our Board recommends a vote FORthis Item. At-Risk Compensation Mix     Item 2 Advisory Vote on Executive Compensation We are asking shareholders to vote on an advisory basis on the compensation paid to our Named Executive Officers as described in the Compensation Discussion and Analysis beginning on page 31 and the Compensation Tables beginning on page 48. Our Board recommends a vote FOR this Item.   AT-RISK COMPENSATION MIX2023 Pay at a Glance     Named Executive Officer   Actual Salary ($)     Stock Awards ($)     Non-Equity Incentive Plan Compensation ($)     All Other Compensation ($)     Total ($)   David Dunbar President & CEO     892,597       3,405,266       471,302       164,853       5,098,597   Ademir Sarcevic Vice President, CFO & Treasurer     465,330       799,455       255,564       46,848       1,570,539   Alan Glass Vice President, CLO & Secretary     388,967       536,910       96,789       52,462       1,082,635   Annemarie Bell Chief Human Resources Officer     311,512       225,923       177,054       19,689       734,304   Sean Valashinas Chief Accounting Officer & Assistant Treasurer     275,783       154,791       68,018       18,140       516,731   Paul Burns Former Vice President, Business Development & Strategy     285,088       392,302       -       24,155       881,233   Flavio Maschera Former Chief Innovation & Technology Officer     292,824       245,835       -       1,312,086       1,850,745     2020 PAYATA GLANCE   Named Executive Officer    Base Salary ($)      Stock Awards ($)      Non-Equity Incentive Plan Compensation ($)      All Other Compensation ($)      Total  ($) 1    David Dunbar President & CEO      852,088        2,631,221        335,510        105,138        4,004,684    Ademir Sarcevic 2 Vice President, CFO & Treasurer      415,000        1,218,302        149,400        93,896        1,998,119    Alan J. Glass Vice President, CLO & Secretary      360,500        471,528        74,353        19,422        923,717    Paul C. Burns Vice President of Business Development & Strategy      360,500        415,570        147,517        29,250        958,175    James Hooven3 Vice President of Operations & Supply Chain      330,000        299,950        83,531        7,175        539,405    Thomas D. DeByle 4 Former Vice President, CFO & Treasurer      -        -        -        7,748        119,180      Note: This table provides thecertain summary compensation information for FY 2020.2023. The Summary Compensation Table and associated footnotes may be found starting on page 4854. 1 As reported in The items here are from select columns of the Summary Compensation Table and not all items are shown here. The total is as reported in the Summary Compensation Table.     22023 Proxy Statement7 Mr. Sarcevic joinedItem 3 RatificationofAppointmentofDeloitte&ToucheLLPasIndependent Auditors We are asking shareholders to ratify the Companyselection of Deloitte & Touche LLP as CFO on September 9, 2019.the independent auditors of our consolidated financial statements and our internal controls over financial reporting for FY 2024. Please see page 15for more information. Our Board recommends a vote FORthis Item. Audit   3 Mr. Hooven joined the Company as Vice President of Operations & Supply Chain on February 17, 2020.   4 Mr. DeByle retired from the Company on September 20, 2019. 2020 PROXY STATEMENT 7 Item 3 Ratification of Appointment of Deloitte & Touche LLP as Independent Auditors We are asking shareholders to ratify the selection of Deloitte & Touche LLP as the independent auditors of our consolidated fnancial statements and our internal controls over fnancial reporting for FY 2021. Please see page 15 for more information. Our Board recommends a vote FOR this Item. AUDIT The Audit Committee has approved Deloitte & Touche LLP (“Deloitte”) to serve as our independent registered public accounting firmauditors for the 20212024 fiscal year. Deloitte was appointed on August 26, 2020 after a competitive process and careful deliberation. The Company has not engaged Deloitte at any time during the last two years for any accounting-related matter. Grant Thornton LLP (“Grant Thornton”) has served as the Company’s independent auditors since 2014.August 26, 2020. During this time, there have been no disagreements between the Company and Grant ThorntonDeloitte on any matter of accounting principles or practices, financial statement disclosures or auditing scope or procedure. Also, during this time, Grant Thornton’s reportDeloitte’s reports on the Company’s financial statements did not contain any adverse opinion or a disclaimer of opinion, nor was itwere they qualified or modified as to uncertainty, audit scope or accounting principles. The following are the aggregate audit and non-audit fees billed to Standex by Grant ThorntonDeloitte, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates for FYs 2019FY 2022 and 2020.FY 2023. A full explanation of the types of fees and Grant Thornton’sDeloitte’s role is contained in “Ratification of Independent Auditors” starting on page 15.   Type of Fees    2019 ($)*                                           2020 ($)*      FY 2022 ($)*   FY 2023 ($)*   Audit Fees      1,713,000        1,563,000      1,422,000     1,542,000   Audit-Related Fees      361,000        239,000      -     15,000   Tax Fees      21,000        21,000      34,000     28,000   All Other Fees      2,000        1,000      113,000     2,000   Total Fees      2,096,000        1,824,000        1,569,000       1,587,000       * Amounts have been rounded to the nearest thousand.   QUESTIONSAND ANSWERSQuestions and Answers   Please see “Questions & Answers” starting on page 57 69 for important information about these proxy materials, voting, the 20202023 Annual Meeting, Company documents, communication with the Board and the deadlines to submit shareholder proposals and Director nominees for the 20212024 annual meeting of shareholders.   82023 Proxy Statement   2020 PROXY STATEMENT   Item 1 Election of Directors What am I voting on? Shareholders are being asked to set the number of directors at seven and to elect two director nominees to serve three-year terms. Voting recommendation: FOR the election of each Director nominee. The Board and the Nominating and Corporate Governance Committee believe that the two Director nominees possess the necessary qualifications and experiences to continue to provide advice to the Companys Item 1 Election of Directors  » What am I voting on?  Shareholders are being asked to elect three director nominees to serve a three-year term. » Voting recommendation:  FORthe election of each Director nominee. The Board and the Nominating and Corporate Governance Committee believe that the three Director nominees possess the necessary qualifications and experiences to provide advice to the Company’s management and effectively oversee the business and the long-term interests of shareholders. Our Board currently consists of eight directors. We have three classes of directors, with each class being as equal in size as possible. The term of each class is three years. Classyears and class terms expire on a rolling basis, so that one class of directors is elected each year. The term for the twothree director nominees, willCharles H. Cannon, Jr., David Dunbar and Michael A. Hickey, are current Class II members of the Board. Their term is set to expire at the 2023 annual meeting. Dr. Hogan will retire from the Board effective on the date of the 2020 Annual Meeting. We wish to thank Dr. Hogan for his long and valuable service to the Company. Since 1983, Dr. Hogan has guided the Board particularly in areas of executive assessment, leadership development and competency modeling. His deep historical knowledge and dignified, respectful presence will be missed. We wish him well in his retirement. With Dr. Hogan’s retirement, shareholders are asked to set the number of directors at seven. Based on the recommendation of the Nominating and Corporate Governance Committee, theThe Board believes at this time, that seven is the appropriate number of directorsMr. Cannon, Mr. Dunbar and that the seven remaining directors, after Dr. Hogan’s retirement,Mr. Hickey possess the skills, abilities and experience that will guide the Company well in the upcoming year. Initially,to continue serving as directors and has nominated them to serve on the Board had intendedfor an additional three-year term, to recruit and nominate a successor to Dr. Hogan. However,expire at the challenges raised by COVID-19 severely hindered this effort.2026 annual meeting. During the pandemic, face to face recruitment has proven to be nearly impossible and the Board feels strongly that a robust interview process is preferably performed in person and not remotely. Moreover, the existing seven members of the Board have worked cohesively together since 2018. The balanced and seasoned membership is well positioned to fully address the challenges that may arise in the upcoming year. For all of these reasons, theThe Board recommends that shareholders set the number of directors at seven and elect DavidMr. Cannon, Mr. Dunbar and Michael A.Mr. Hickey as Class II directors for thea three-year term expiring at the 20232026 annual meeting. Finally, it should be noted that the Board’s Nominating and Corporate Governance Committee has previously and remains committed to adding another female to the Board when it is able to appropriately recruit a new board member. BOARD OF DIRECTORS MEMBERSHIP CRITERIA Board of Directors Membership Criteria   The Board and the Nominating and Corporate Governance Committee believe that there are general qualifications that all directors must exhibit and other key qualifications and experiences that should be represented on the Board as a whole, but not necessarily by each individual director. QUALIFICATIONS REQUIREDOF ALL DIRECTORSQualifications Required of All Directors The Board and the Nominating and Corporate Governance Committee require that each director be a recognized person of high integrity with a proven record of success in his or her field, and be able to devote the time and effort necessary to fulfill his or her responsibilities to the Company. Each director must demonstrate innovative thinking, familiarity with and respect for corporate governance requirements and practices, an appreciation of multiple global cultures and a commitment to sustainability and to dealing responsibly with social issues. In addition, potential director candidates are interviewed to assess intangible qualities, including the individual’s ability to engage in constructive deliberations, bothby asking difficult questions, and working collaboratively, with and respecting differing views of other Board members. Our Consideration of Diversity Diversity of Board membership is important, because a variety of points of view improves the quality of dialogue, contributes to a more effective decision-making process and enhances overall culture in the boardroom. In evaluating candidates for Board membership, the Board and the Nominating and Corporate Governance Committee consider many factors based on the specific needs of the business and what is in the best interests of the Company’s shareholders. This includes diversity of professional experience, race, ethnicity, gender, age and cultural background. In addition, the Board and the Nominating and Corporate Governance Committee focus on how the experiences and skill sets of each director complement those of fellow directors to create a balanced Board with diverse viewpoints and deep expertise. 2023 Proxy Statement9 BOARD COMPOSITIONBoard Composition & REFRESHMENTRefreshment The Board regularly reviews the skills, experience and background that it believes are desirable to be represented on the Board. On an annual basis, the Board reviews each director’s skills and assesses whether there are gaps that need to be filled. As a result, recruitment is an ongoing activity. A snapshot of our directors’ skills, including director nominees, is below, while the full skills matrix can be found under “Board Self-Assessment & Skills Matrix” on page 22. The Board aims to strike a balance between the experience that comes from long-term service on the Board with the new perspective that new Board members bring, while being sensitive to the benefits of gender and racial diversity. The Board also has a mandatory retirement policy, wherebyunder which no director may stand for re-election if he or she has reached the age of 75. Over the past 6 years, the Company has added 5 new directors due to Board refreshment, including Ms. Edwards, an African American female. We believe this balanced approach creates a renewed perspective that is beneficial to shareholders. Please refer to “Identifying and Evaluating Candidates for Board Membership” on page 23for further information.   Snapshot of 2023 Director Nominees and Continuing Directors   Demographics 102023 Proxy Statement   2023 Director Nominees 2020 PROXY STATEMENT 9 Our Consideration of DiversityDiversity of Board membership is important, because a variety of points of view improves the quality of dialogue, contributes to a more effective decision-making process and enhances overall culture in the boardroom.In evaluating candidates for Board membership, the Board and the Nominating and Corporate Governance Committee consider many factors based on the specific needs of the business and what is in the best interests of the Companys shareholders. This includes diversity of professional experience, race, ethnicity, gender, age and cultural background. In addition, the Board and the Nominating and Corporate Governance Committee focus on how the experiences and skill sets of each director complement those of fellow directors to create a balanced Board with diverse viewpoints and deep expertise.While the Board has made a decision to set the number of directors at seven for the 2021 fiscal year, as discussed above, diversity considerations will be included in future candidate searches. 2020 DIRECTOR NOMINEES   The following is biographical information for each director nominee and each continuing director. The information includes names, ages, principal occupations for at least the past five years, the year in which each director joined our Board and certain other information. The information is current as of September 8, 2020,2023, except for each director’s age, which is current as of October 20, 2020.24, 2023.   Class II Directors - Term Expiring 2023: 2023 Proxy Statement11 Required Vote & Recommendation Our By-Laws require that, in an uncontested election, each director be elected by a majority of the votes cast. A majority of votes cast means that the number of votes cast “FOR” a director’s election exceeds the number of votes cast “AGAINST” that director. Shareholders that either mark “ABSTAIN” on the proxy card or otherwise abstain from voting will not be counted as either “FOR” or “AGAINST.” Broker non-votes will not be counted as either “FOR” or “AGAINST.” In the event that there is a contested election, each director will be elected by a plurality of the votes cast, which means the directors receiving the largest number of “FOR” votes will be elected to the open positions. In the event that any nominee becomes unavailable, the Board may either choose a substitute or postpone filling the vacancy until a qualified candidate is identified. If there is a substitute, the individuals acting under your proxy may vote for the election of a substitute. The nominees have indicated their willingness to serve as directors and we have no reason to believe that either nominee will become unavailable. The Board of Directors recommends that you vote “FOR” the election of each nominee. Continuing Directors   Class I Directors - Term Expiring 2024: David Dunbar Director Since: 2014, Chair Age: 58 Committees: N/A Business Experience >> Chair, Standex (since 2016) >> President & CEO, Standex (since 2014) >> President of Valves and Controls, Pentair Ltd., (2012-2014) >> President of Valves and Controls, Tyco Flow Control (2009-2012) >> Various managerial and executive roles, Emerson Electric (2004-2009)Mr. Dunbar has decades of executive experience with global manufacturing companies. His diverse background at various operational levels, coupled with his technical engineering education, provides a broad perspective to the Board. As President and CEO, Mr. Dunbar is uniquely positioned to report to the Board on Company activities and guide discussions regarding the Companys strategic growth priorities.Current Board Membership >> Watts Water Technologies, Inc.Past Board Membership >> None 122023 Proxy Statement Class III Directors - Term Expiring 2025:   Michael A. Hickey Independent Director Since: 2017 Age: 59 Committees: Audit, CompensationBusiness Experience>> President of Global Institutional, Ecolab Inc. (2012-2020)>> Executive Vice President of Institutional Sector North America, Ecolab Inc. (2011-2012)>> Executive Vice President of the Global Service Sector, Ecolab Inc. (2010-2011)>> Various executive and managerial roles, Ecolab Inc. (1985-2010)Prior to Mr. Hickeys retirement in February 2020, he enjoyed a distinguished career at Ecolab Inc., where he served in managerial and executive roles of increasing responsibility since 1984. Mr. Hickeys track record of leading a solutions-driven business with an intimate customer focus, together with his mergers and acquisitions, marketing and sales and operational experience provides a dynamic voice to the Board.Current Board Membership>> National Restaurant Association>> Womens Food Service Foundation>> St. Catherine UniversityPast Board Membership>> None 10 2020 PROXY STATEMENT REQUIRED VOTE & RECOMMENDATION   Our By-Laws require that, in an uncontested election, each director be elected by a majority of the votes cast. A majority of votes cast means that the number of votes cast “FOR” a director’s election exceeds the number of votes cast “AGAINST” that director. Shareholders that either mark “ABSTAIN” on the proxy card or otherwise abstain from voting will not be counted as either “FOR” or “AGAINST.” Broker non-votes will not be counted as either “FOR” or “AGAINST.” In the event that there is a contested election, each director will be elected by a plurality of the votes cast, which means the directors receiving the largest number of “FOR” votes will be elected to the open positions. In the event that any nominee becomes unavailable, the Board may either choose a substitute or postpone filling the vacancy until a qualified candidate is identified. If there is a substitute, the individuals acting under your proxy may vote for the election of a substitute. The nominees have indicated their willingness to serve as directors and we have no reason to believe that either nominee will become unavailable. The Board of Directors recommends that you vote “FOR” setting the number of directors at seven and “FOR” the election of each nominee.   CONTINUING DIRECTORS 2023 Proxy Statement13   CLASS I DIRECTORS - TERM EXPIRING 2021: Charles H. Cannon, Jr. Independent Director Since: 2004 Age: 68 Committees: Audit, CompensationBusiness Experience >> Executive Chairman, JBT (2013-2014)>> Chairman and CEO, JBT (2008-2013)>> Vice President and Senior Vice President, FMC Technologies (2001-2008)>> Various managerial and executive positions, FMC Technologies (1994-2001)Mr. Cannon has several decades of senior executive experience at an international manufacturing company that operates in some of the same industries as our Company. Mr. Cannon contributes his demonstrated executive leadership skills, as well as his knowledge of corporate organization, finance and operations to the Board. Mr. Cannons technical and business education, coupled with his global perspective, provide a unique voice to our Board.Current Board Membership>> NonePast Board Membership>> JBT Jeffrey S. Edwards Independent Director Since: 2014 Age: 58 Committees: Compensation (Chair), Nominating & Corporate GovernanceBusiness Experience>> Chairman, Cooper Standard (since 2013)>> CEO, Cooper Standard (since 2012)>> Corporate Vice President, Group Vice President and General Manager of the Automotive Experience Asia Group & North America, Johnson Controls, Inc. (2002-2012)>> Various managerial & executive positions, Johnson Controls, Inc. (1984-2002)Mr. Edwards successful and lengthy history of leading a global manufacturing business has enabled him to advise the Board in a myriad of ways, including how to address operational and growth challenges and how to execute both short and long-term performance strategies. Mr. Edwards contributes his management acumen, knowledge of global manufacturing and insight into peer practices to the Board.Current Board Membership>> Cooper Standard Holdings, Inc.>> Cooper Standard Foundation, Inc. (privately held)Past Board Membership>> None   Item 2 Advisory Vote on Executive Compensation » What am I voting on? We are asking shareholders to vote on an advisory basis on the compensation paid to our named executive officers as described in this Proxy Statement. » Voting recommendation: 2020 PROXY STATEMENTFOR 11 B. Joanne Edwards Independent Director Since: 2018 Age: 64 Committees: Audit, Nominating & Corporate GovernanceBusiness Experience>> Senior VP & GM, Residential & Wiring Device Division, Eaton (2013-2017)>> VP & GM, Residential Products, Eaton (2011-2013)>> Senior Business Unit Manager, Residential Products, Eaton (2007-2011)>> President, Veris Industries LLC (2002-2007)Ms. Edwards distinguished career as a senior executive in various global diversified manufacturing companies is of great benefit to our Board. Prior to her retirement, Ms. Edwards had increasingly responsible roles with strategic, financial and operational reach. She provides a wealth of insight into profit and growth strategies, both in the short term and the long term, which is beneficial to the Board as Standex continues to execute on its growth strategies and initiatives. Ms. Edwards decades of leadership and management experience adds value to the Boards deliberations.Current Board Membership>> Amsted IndustriesPast Board Membership>> Pauline Auberle Foundation>> Self Enhancement Inc.>> Anesthesiologists, Inc.>> Terasys, Inc. CLASS III DIRECTORS - TERM EXPIRING 2022: Thomas E. Chorman Independent Director Since: 2004 Age: 66 Committees: Audit, Compensation, Nominating & Corporate Governance (Chair)Business Experience>> CEO, Solar LED Innovations, LLC (since 2008)>> CEO & President, Foamex (2001-2006)>> CFO, Ansell Healthcare (2000-2001)>> CFO, Armstrong World Industries (1997-2000)Mr. Chorman is a seasoned financial professional, with experience as a financial executive, an entrepreneur and a private equity investor. Mr. Chorman remains involved in the day to day financial reporting obligations of established, publicly traded, global companies as well as smaller startups. Mr. Chormans financial background provides a significant benefit to the Board when analyzing acquisition opportunities and when evaluating both the current financial results and long range strategic plans of Standex .Current Board Membership>> NonePast Board Membership>> Symmetry Medical, Inc.>> Foamex 12 2020 PROXY STATEMENT Thomas J. Hansen Independent Director Since: 2013 Age: 71 Committees: Audit (Chair)Business Experience>> Vice Chairman, ITW (2006-2012)>> Executive Vice President, ITW (1998-2006)>> Various managerial and executive roles, ITW (1980-1998)Current Board Membership>> Terex Corporation>> Mueller Water Products, Inc.Prior to his retirement, Mr. Hansen had a long and distinguished career with a global manufacturing company that has similar diversified aspects to Standex. Mr. Hansens broad end-market knowledge and acquisition experience, as well as his service on other global manufacturers boards, provide valuable insight to the Board. Mr. Hansens integrity and independent judgment make him especially well-suited for the role of Lead Independent Director, which he has held since 2016.Past Board Membership >> ITW>> CDW Corporation>> Gill Industries 2020 PROXY STATEMENT 13 Item 2 Advisory Vote on Executive Compensation>> What am I voting on?We are asking shareholders to vote on an advisory basis on the compensation paid to our named executive officers as described in this Proxy Statement.>> Voting recommendation:FOR the say-on-pay proposal

At each annual meeting, the Board provides shareholders with the opportunity to cast an advisory vote to approve the compensation of our named executive officers. Please see the “Summary Compensation Table” starting on page 4854for full details. This proposal, commonly known as a “Say on Pay” proposal, gives our shareholders the opportunity to endorse or not endorse our executive compensation programs and policies and the total compensation paid to our named executive officers. This advisory vote does not address any specific element of compensation, but rather the overall compensation of our named executive officers and our compensation philosophy, policies and practices, as detailed in the “Compensation Discussion & Analysis” starting on page 3136.

Although this vote is non-binding, the Board values the opinions of the Company’s shareholders and will consider the outcome of the vote when making future compensation decisions for our named executive officers.

As described in more detail in the Compensation Discussion and Analysis (“CD&A”) section, we have designed our executive compensation programs to align the long-term interests of our executives with those of our shareholders, attract and retain talented individuals and reward current performance. A large portion of the compensation is tied to the Company’s performance and is paid in both performance and time-based equity that does not vest for 3 years.equity. This closely aligns both the short-term and long-term interests of our executives with those of shareholders and drives the creation of shareholder value.

We encourage shareholders to review the CD&A, which describes our philosophy and business strategy underpinning the programs, the individual elements of the compensation programs and how our compensation plans are administered.

REQUIRED VOTE & RECOMMENDATION

Approval of this advisory proposal will require the affirmative vote of a majority of the votes cast in person or represented by proxy. Abstentions will not count as votes cast on this proposal, so abstentions will have no effect on the outcome. Broker non-votesnon- votes will not be considered to have voted on this proposal, so will have no effect on the outcome.

The advisory vote on executive compensation is non-binding, therefore, our Board will not be obligated to take any compensation actions or adjust our executive compensation programs or policies as a result of the vote. Notwithstanding, the resolution will be considered passed with the affirmative vote of the majority of the votes cast at the Annual Meeting.

The Board recommends that you vote “FOR” the following non-binding resolution:

RESOLVED, that the compensation of the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, is hereby APPROVED.

Item 3 Ratification of Independent Auditors>> What am I voting on?We are asking our shareholders to ratify the selection of Deloitte & Touche LLP as the independent auditors of our consolidated financial statements and our internal controls over financial reporting for FY 2021.>> Voting recommendation:FOR the ratification of the Audit Committees

Ratification of Independent Auditors

» What am I voting on?
We are asking our shareholders to ratify the selection of Deloitte & Touche LLP as the independent auditors of our consolidated financial statements and our internal controls over financial reporting for FY 2024.

» Voting recommendation:
FOR the ratification of the Audit Committee’s selection of Deloitte & Touche LLP