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 nearest thousand.Companys management and effectively oversee the business and the long-term interests of shareholders.

What our AuditOur Board currently consists of eight directors. We have three classes of directors, each class being as equal in size as possible. The term of each class is three years. Class terms expire on a rolling basis, so that one class of directors is elected each year. The term for the two director nominees will 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, consideredthe Board believes, at this time, that seven is the appropriate number of directors and that the seven remaining directors, after Dr. Hogan’s retirement, possess the skills, abilities and experience that will guide the Company well in the upcoming year. Initially, the Board had intended to recruit and nominate a successor to Dr. Hogan. However, the challenges raised by COVID-19 severely hindered this effort.

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, the Board recommends that shareholders set the number of directors at seven and elect David Dunbar and Michael A. Hickey as Class II directors for the three-year term expiring at the 2023 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 engaging Grant Thornton:it is able to appropriately recruit a new board member.

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 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 cultures and a commitment to sustainability and 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, both asking difficult questions and working collaboratively with and respecting differing views of other Board members.

BOARD COMPOSITION & REFRESHMENT

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. 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, whereby 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 23 for further information.

Class III

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, except for each director’s age, which is current as of October 20, 2020.

David Dunbar Director NomineesSince: 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

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

Required VoteREQUIRED VOTE & RecommendationRECOMMENDATION

CONTINUING DIRECTORS

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

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

Although this vote isnon-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.

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 48 for 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 & RecommendationAnalysis” starting on page 31.

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. 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. Brokernon-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 isnon-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”“FOR” the followingnon-binding resolution:

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

Independent Auditor’s Fees

The following table summarizes the aggregate fees for Grant Thornton’s services incurred by the Company. The Audit Committeepre-approved all of these audit andnon-audit fees in accordance with thepre-approval policy described above.

* Amounts have been rounded to the nearest thousand.

Relationship with Independent Registered Public Accounting Firm

The Audit Committee reviews all relationships between Grant Thorntonthe independent auditor and the Company, including the provision ofnon-audit services. Grant Thornton provideshas provided limitednon-audit services to the Company, which are made up of agreed upon procedures performed in Ireland in connection with a government grant.

The Audit Committee considered the effect of Grant Thornton’snon-audit services in assessing its independence. After discussion with Company management and Grant Thornton, the Audit Committee concluded that the provision of these services was permitted under the rules and regulations concerning auditor independence.

Required VoteINDEPENDENT AUDITOR’S FEES

The following table summarizes the aggregate fees for Grant Thornton’s services incurred by the Company. The Audit Committee pre-approved all of these audit and non-audit fees in accordance with the pre-approval policy described above.

REQUIRED VOTE & RecommendationRECOMMENDATION

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. Brokernon-votes will be considered as a vote “FOR” this proposal.

The Board recommends that you vote “FOR”“FOR” the ratification of the appointment of Grant ThorntonDeloitte & Touche LLP as the Company’s independent registered public accounting firm for the 20202021 fiscal year.

The purpose of corporate governance is to ensure that we maximize shareholder value consistent with both applicable law and a business model of integrity and ethical practices. As part of its duties to the Company, the Board monitors and oversees the governance practices of the CEO and senior management. In order to serve the best interests of shareholders while carrying out its purpose, the Board has established internal guidelines designed to promote effective oversight of the Company’s governance program and principles.

The Corporate Governance Guidelines set parameters for the director recruiting process and the composition of Board committees. They also determine the formal review of the CEO, individual directors and the overall Board’s performance. These guidelines further establish targets for director equity ownership and age and retirement requirements. The guidelines also include delineated duties for the Lead Independent Director. The Board reviews these guidelines, the corporate laws of Delaware, the rules and listing standards of the NYSE and SEC regulations, as well as best practices recognized by governance authorities to benchmark the standards under which it operates.

Governance Dashboard

Key Governance Materials CertificationMaterialsCertificate of Incorporation CharterBy-LawsCorporate Governance GuidelinesCharter for each Board committee By-Laws CodecommitteeCode of Business Conduct Corporate Governance Guidelines CodeConductCode of Ethics for Senior Financial Management YouManagementYou can access these materials in the Governance section of our website atby going to ir.standex.com in the “Governance” section.and clicking on Governance. See page 6059 for instructions on receiving copies of these corporate governance materials. Governance Highlights 7 out of 8 of our directors are independent 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 62.5% of the directors are new since 2013 Ongoing review of optimal Board composition Board members participate in our Company-wide compliance and ethics training programs Corporate Governance Guidelines Independent compensation cnsultant reports directly to the compensation committee Lead Independent Director Stock ownership guidelines for directors and executive officers Policy against hedging and pledging of Company stock Code of Conduct applies to directors and all employees Annual advisory approval of executive compensation Board and committees may engage outside advisors independently of management

COMPLIANCE

We view compliance with applicable laws and regulations as a foundational minimum for ethical business practices. The Board oversees our compliance policies and procedures to ensure the effective performance of management’s duties. Having our Code of Conduct apply to all employees, as well as the Board, sends the message that we are all committed to doing the right thing. Our specific compliance policies detail the ethical framework found in the Code of Conduct. Together, these compliance efforts assure that we act effectively and efficiently in the best interests of shareholders.

RISK

The CEO and other members of senior management are primarily responsible for managing the risks the Company faces. Our Enterprise Risk Management process is driven by our Corporate Governance Officer (a senior member of our internal legal department), in cooperation with the Company’s Director of Internal Audit, risk management department, CFO and other members of senior management. Risks are assessed and categorized in order to put in place appropriate mitigation plans. Risk factors are reviewed and rated according to their likelihood of occurrence, financial and intangible impact if occurrence took place, and velocity (how quickly the risk could affect the business). Mitigation plans are developed for the top identified risks. These risk assessments and mitigation plans are presented to the full Board for review and discussion.

Given the presence and impact of the COVID-19 pandemic, a custom created risk assessment and mitigation tool has been implemented to aid in planning for pandemic contingencies.

The Board’s responsibility regarding risk management is to oversee the Company’s risk management policies and procedures and provide guidance on the overall effectiveness of the policies and procedures. To fulfill this responsibility, the Audit Committee receives reports, on a quarterly basis, regarding the risks that have been identified and the measures that are being taken. The Audit Committee also receives reports on a regularly scheduled quarterly basis, presented by our Corporate Governance Officer and our Chief Legal Officer regarding material litigation, legal loss contingencies and calls received on our whistleblower hotline. The Board is regularly informed through the Audit Committee’s reports and through direct communications from senior management.

The Board and each committee’s risk oversight roles, as provided in their respective charters, are evaluated on an annual basis to determine whether the risk oversight responsibilities are being discharged effectively. The Board undertook this evaluation in FY 2020 and found that changing the current structure of risk oversight was not warranted. Other risk factors facing the Company are described in the Annual Report on Form 10-K, filed on August 25, 2020, under the Part I Section entitled “Item IA. Risk Factors.”

Board of Directors: Oversees Major Risks" Strategic" Competitive" Financial" Cybersecurity" Operational" Legal" Regulatory" Succession PlanningCommitteesAudit Committee Primary Risk Oversight" Financial statement integrity & reporting" Major financial & other business risk exposure" Oversight of the independent auditor" Legal, regulatory & compliance" Internal controlsCompensation Committee Primary Risk Oversight" Employee compensation practices and policies" Administration of compensation policies and programs" CEO Succession planningNominating & Corporate Governance CommitteePrimary Risk Oversight" Governance structure and processes" Legal and policy matters concerning corporate governance" Board membership candidacyManagement: Key Risk Responsibilities" Business Units identify and manage business risks" Design of risk framework, including risk appetite and boundaries" Internal Audit provides independent assurance regarding the design and effectiveness of our internal controls

Certain Relationships and Related Party Transactions

Daniel B. Hogan is the son of Daniel E. Hogan, who was aco-founder of the Company and served in various capacities with the Company, including President and CEO, through 1985, and then as a consultant from 1985 until his death in 1991. The Board determined that this familial relationship has not compromised Mr. Hogan’s ability to exercise independent judgment or to serve as a director.

Any transaction between the Company and its directors, executive officers, beneficial owners, and their immediate family members, is monitored closely. Proposed transactions in excess of $120,000 must be disclosed to the CLO. Furthermore, in the event a transaction is completed without the CLO’s knowledge, the transaction must be disclosed in an annual questionnaire that is completed and submitted to the CLO. During the past fiscal year and all prior periods, there have not been any such related party transactions.

Additionally, the Code of Conduct requires that all directors, executive officers and employees avoid engaging in any activity that might create a conflict of interest. All individuals are required to report any proposed transaction that might reasonably be perceived as creating a conflict of interest to their supervisor and/or the CLO. During the past fiscal year and all prior periods, there have not been any reports of such transactions.

Corporate Social Responsibility/Standex CARES

Standex is committed to corporate social responsibility through our own actions and through the actions of our supply chain. We have a Supplier Code of Conduct, available atir.standex.com, which sets forth our expectations for our suppliers. Specifically, we expect suppliers to conduct their businesses in an ethical manner, to act with integrity and to engage in behavior that respects human rights, promotes a safe and healthy work environment and is environmentally responsible and efficient.

During the past fiscal year, nearlyone-third of all U.S. employees participated in the Standex CARES program. Our employees helped build homes and assembled beds for families and children exiting homelessness, and served meals for hungry neighbors at community kitchens, food pantries and homeless shelters. Additionally, our employees spent countless hours supporting local schools by coaching STEM teams, mentoring engineering club projects and donating school supplies to students in need. Standex applauds all of these efforts and congratulates our employees for their enthusiastic community spirit.

Additionally, almost 60% of our U.S. locations participated in Manufacturing Day, a day supported by the National Association of Manufacturers, in which our facilities open their doors to area students in order to show our communities what we do, and to inspire the next generation of employees who may consider a career opportunity at the Company.

We will continue to work with our employees to grow these engagement initiatives.

Sustainability and Safety

During the fiscal year, the Company continued its journey toward developing more sustainable facilities. We increased our awareness and efforts around recycling, energy efficiency, reduction of waste and process improvement. Construction of the new Electronics headquarters outside Cincinnati, Ohio was done using “green” materials and included exclusively LED lighting; low emissions windows; state of the art insulation and HVAC, along with other intiatives. Our Operational Excellence standard work processes continue to yield results for both improvements in production and employee focus on safety.

We place a particular emphasis on employee safety, with responsibility and accountability residing with each employee. Monthly safety calls with the Company CEO emphasizes this principle. Our footprint is global, and we continue to be aware of, and focus on, the change that we can affect when we focus on improvements to our facilities and work practices.