Dear Fellow Shareholders,

We are pleased to invite you to attend the TESSCO Technologies Incorporated 2021 Annual Meeting of Shareholders scheduled to be held on Wednesday, July 28, 2021 at 4:00 p.m. Eastern Time. We will conduct the Annual Meeting exclusively online via live audio webcast, so that our shareholders can participate from any geographic location. We believe this enhances accessibility to our Annual Meeting and improves shareholder communication. In light of the continuing public health and safety issues surrounding the coronavirus ("COVID-19") pandemic you will not be able to attend the Annual Meeting in person. Instead, shareholders of record will be able to attend the Annual Meeting remotely by registering at www.proxydocs.com/TESS. Upon completing your registration, you will receive further instructions via email, including a unique link that will allow you access to the Annual Meeting and to vote and submit questions. As part of the registration process, you must enter the control number located on your proxy card, voting instruction form, or Notice of Internet Availability. Beneficial owners (i.e. holders in "street name") should obtain instructions from their bank, broker or other holder of record with regard to how they may attend, participate, and vote at the Annual Meeting.

We would like to highlight a few areas that our Board considers to be of particular significance regarding our recent performance.

2021 Financial and Operating Performance

During fiscal year 2021, we divested our lower performing and less strategic Retail business and are now fully focused on our Commercial business. The COVID-19 pandemic clearly had a significant impact on our business in fiscal year 2021, especially on our VAR and Integrator market. While the pandemic also impacted the Carrier market, we continue to win market share and expect growth in this market in fiscal year 2022. We remain focused on improving profitability over the long-term and on taking strategic actions to ensure that Tessco is well positioned to capitalize on the growth, technological change and resultant complexity that will continue to drive our industry. We believe that our business fundamentals will get stronger as fiscal year 2022 progresses.

Environmental and Social Stewardship

Tessco is committed to sustainable environmental practices and operations, diversity and inclusion, and community involvement. We believe these commitments are an integral component of growing shareholder value. We are proud of Tessco's heritage of providing equal opportunities and encouraging the development of a very diverse culture at Tessco, in an industry well known for the predominance of a largely Caucasian and male workforce. Tessco can report that our employee population is approximately 40% female and 36% minorities. Additionally, women currently hold approximately 47% and minorities hold 21% of the key leadership positions. Nevertheless, we strive to improve and for that reason we created an ESG Committee made up of individuals from around the organization to focus on Tessco's employee population as well as our environmental and social stewardship. The group has established a charter with an initial focus on career development and enhancement opportunities for women and minorities at Tessco. The Company's Charity and Community Committee is further demonstration of our longstanding commitment to community and the plight of others.

Board Composition and Executive Compensation

In relation to our commitment to outstanding corporate governance practices, we focus on expertise, experience and diversity when evaluating the composition, organization and governance structure of our Board. This focus has enabled us to build a strong independent Board with an effective mix of institutional knowledge and differentiated backgrounds.

We believe that diverse backgrounds, experiences and expertise on our Board strengthen our Board's performance and promote the creation of long-term shareholder value. As such, the Nominating and Governance Committee of the Board is committed to actively seeking highly qualified women and minority candidates to serve on our Board.

Shareholder feedback has and will continue to greatly influence and shape our governance and executive compensation practices. We greatly appreciate your feedback and your support. We look forward to continuing the dialogue with you and are excited about the future of Tessco.

Sincerely,

Jay Baitler

Stephanie Dismore

Kathleen McLean

Robert B. Barnhill

Paul J. Gaffney

Sandip Mukerjee

Timothy Bryan

NOTICE OF 2021 ANNUAL MEETING OF SHAREHOLDERS

Date and Time:

Wednesday, July 28, 2021 at 4:00 p.m. Eastern Time

Place:

The 2021 Annual Meeting of Shareholders ("Annual Meeting") will be held exclusively online via live audio webcast, in a virtual meeting format. See "How to Attend", below, for instructions on how to access and remotely participate at the Annual Meeting

Items of Business:

Proposal 1. To elect the seven director nominees listed in the Proxy Statement to serve until the 2022 annual meeting of shareholders and until their respective successors are duly elected and qualified;

Proposal 2. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for fiscal year 2022; and

Proposal 3. To consider and approve, by an advisory (non-binding) vote, the compensation of our named executive officers for fiscal year 2021.

Also, to act upon any other matter that may properly come before the Annual Meeting or any adjournment or postponement thereof, and any proposal presented for the adjournment of such meeting.

Record Date:

The Board of Directors has fixed June 2, 2021 as the record date for the Annual Meeting. This means that only shareholders of record as of the close of business on that date are entitled to receive notice of the Annual Meeting and to vote at the Annual Meeting and any adjournments or postponements thereof.

How to Vote:

Shareholders of record can vote their shares in advance of the Annual Meeting by proxy, either by telephone, using the Internet or by mail; or shareholders of record may attend and participate and vote their shares at the Annual Meeting, remotely via the Internet. On or about June 17, 2021, we mailed to our shareholders of record a notice containing instructions on how shareholders may access online or obtain paper copies of our 2021 Proxy Statement, Annual Report on Form 10-K for the fiscal year ended March 28, 2021, and how a proxy may be submitted or authorized via telephone, by mail, or over the Internet, in advance of the Annual Meeting. Such notice also contains instructions on how record holders may access and participate remotely, and vote, at the Annual Meeting. To vote while attending the Annual Meeting remotely, shareholders of record will need to provide the last four digits of your tax identification number.

Beneficial owners (i.e. holders in "street name") should obtain instructions from their bank, broker or other holder of record with regard to how they may vote in advance of the Annual Meeting, and how they may attend, participate, and vote, at the Annual Meeting.

How to Attend:

Our Annual Meeting will be conducted exclusively online via live audio webcast, in a virtual meeting format. The Annual Meeting live audio webcast will begin promptly at 4:00 p.m. Eastern Time on July 28, 2021. Shareholders of record, beneficial owners and invited guests of Tessco who are properly registered to attend the Annual Meeting will be able to attend the Annual Meeting remotely and may join the meeting platform 15 minutes prior to the meeting start time. Record holders may register to attend the Annual Meeting remotely at www.proxydocs.com/TESS. Record holders will be required to enter the control number located on your proxy card, voting instruction form, or Notice of Internet Availability. Upon completing your registration, record holders will receive further instructions via email, including a unique link that will allow for access to the Annual Meeting and to vote and submit questions. As noted above, beneficial owners (i.e. holders in "street name") should obtain instructions from their bank, broker or other holder of record with regard to how they may attend, participate, and vote, at the Annual Meeting.

By Order of the Board of Directors,

Aric Spitulnik

Chief Financial Officer, Senior Vice President and Corporate Secretary

June 17, 2021

TESSCO Technologies Incorporated

11126 McCormick Road

Hunt Valley, Maryland USA 21031

PROXY STATEMENT

INTRODUCTION

General

This Proxy Statement is made available to shareholders of TESSCO Technologies Incorporated, a Delaware corporation (the "Company" or "Tessco" or "we" or "our"), in connection with the solicitation by the Board of Directors of the Company (the "Board") of proxies for use at the 2021 Annual Meeting of Shareholders ("Annual Meeting") to be held exclusively online via a live audio webcast in a virtual meeting format, on Wednesday, July 28, 2021 at 4:00 p.m., Eastern Time, and at any adjournment or postponement thereof.

Notice of Electronic Availability of Proxy Statement and Annual Report

Pursuant to the e-proxy rules and regulations adopted by the United States Securities and Exchange Commission ("SEC"), we have elected to provide access to our proxy materials over the Internet. On or about June 17, 2021, we mailed to our shareholders a notice (the "E-Proxy Notice") containing a "control number" and instructions on how to access online this Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended March 28, 2021 ("Annual Report"), and on how a proxy may be submitted or authorized via telephone, by mail or over the Internet, in advance of the Annual Meeting. If you would like to receive a printed copy of our proxy materials, you should follow the instructions for requesting proxy materials included in the E-Proxy Notice. These materials will be available free of charge and will be sent to you within three business days of your request. Neither our Annual Report to Shareholders nor our Annual Report constitutes soliciting materials, but provides you with additional information about Tessco. The control number contained in the E-Proxy Notice is an identifying number specific to each stockholder of record, and will also permit a shareholder, after registering at www.proxydocs.com/TESS, to access and remotely participate at the Annual Meeting online via live audio webcast.

Certain shareholders who share the same address may receive only one copy of the E-Proxy Notice, this Proxy Statement, our Annual Report or our 2021 Annual Report to Shareholders in accordance with a notice delivered earlier this year from such shareholders' bank, broker or other holder of record unless the applicable bank, broker or other holder of record received contrary instructions. This practice, known as "householding," is designed to reduce printing and postage costs. Shareholders owning their shares through a bank, broker or other holder of record who wish to either discontinue or commence householding may request or discontinue householding, or may request a separate copy of the E-Proxy Notice and, if applicable, this Proxy Statement, the 2021 Annual Report to Shareholders or the Annual Report, either by contacting their bank, broker or other holder of record at the telephone number or address provided in the above referenced E-Proxy Notice, or contacting us by e-mail to corporatesecretary@tessco.com, or by mail to Corporate Secretary, TESSCO Technologies Incorporated, 11126 McCormick Road, Hunt Valley, Maryland 21031. Shareholders who are requesting to commence or discontinue householding should provide their name, the name of their broker, bank or other record holder, and their account information.

Solicitation

The solicitation of proxies is being made primarily by mail and through the internet, but directors, officers, employees, and contractors retained by the Company may also engage in the solicitation of proxies by telephone. The cost of soliciting proxies will be borne by the Company. The Company has retained the services of Innisfree M&A Incorporated to assist in the solicitation of proxies, at a cost to the Company for

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basic services of approximately $12,500. Depending upon the circumstances, the scope of services to be provided by Innisfree may expand, and cost would be expected to increase correspondingly. In addition, the Company may reimburse brokers, custodians, nominees and other record holders for their reasonable out-of-pocket expenses in forwarding proxy materials to beneficial owners.

Voting Rights and Outstanding Shares

The Board has fixed the close of business on June 2, 2021 as the record date for determining the shareholders of the Company entitled to notice of and to vote at the Annual Meeting. On the record date, 8,886,031 shares of common stock, $0.01 par value per share, of the Company were issued and outstanding. Each share of common stock entitles the holder to one vote on each matter to be voted on at the Annual Meeting. There is no cumulative voting for the election of directors.

The presence, remotely or by proxy, of at least a majority of the total number of shares of common stock entitled to vote is necessary to constitute a quorum at the Annual Meeting. If there are not sufficient votes for a quorum, or if otherwise determined to be necessary or appropriate, the Annual Meeting may be adjourned or postponed from time to time, including in order to permit the further solicitation of proxies. Shares voted "FOR" or "AGAINST" with respect to any proposal as well as submitted proxies that "WITHHOLD AUTHORITY", "ABSTAIN" or reflect "non-voted shares" will be counted for purposes of determining whether a quorum is present.

Your vote is important. Most shareholders have a choice of directing their vote over the Internet prior to the Annual Meeting, by using a toll-free telephone number or by completing a proxy card and mailing it in a postage-paid envelope that we will provide to you upon your request. Please check the information forwarded by your bank, broker or other holder of record to see what options are available to you. The Internet and telephone proxy vote facilities for shareholders of record are expected to remain open until the time that the voting concludes and the polls are closed at the Annual Meeting, but may remain open or be reopened if determined to be necessary or appropriate, or in the event of any adjournment or postponement of the Annual Meeting. Shareholders of record may also vote via the Internet during the live audio webcast of the Annual Meeting. In order to do so, a shareholder will need access to and will be required to input the control number assigned to that shareholder, as well as the last four digits of the shareholder's social security or tax identification number. We encourage all shareholders to vote by proxy in advance of the meeting. This will avoid any last-minute technical difficulties that a shareholder may otherwise experience in attending remotely and voting during the Annual Meeting, and facilitate a prompt tabulation of the vote.

A shareholder may, with respect to the election of directors (i) vote "FOR" the election of the nominees,

  1. "WITHHOLD AUTHORITY" to vote for all nominees, or (iii) vote "FOR" the election of all nominees other than any nominee(s) with respect to whom the shareholder either withholds authority to vote or abstains. A shareholder may, with respect to each other matter specified in the notice of meeting, (i) vote "FOR" the matter, (ii) vote "AGAINST" the matter, or (iii) "ABSTAIN" from voting on the matter.

All shares of common stock entitled to vote and represented by properly submitted proxies received prior to the Annual Meeting and not revoked, will be voted in accordance with your instructions. If no instructions are specified, the shares of common stock represented by a properly submitted proxy will be voted in accordance with the recommendations of the Board. The Board recommends a vote "FOR" the election of all director nominees, "FOR" the ratification of Ernst & Young LLP as our independent registered accounting firm for fiscal year 2022, and "FOR" the approval of our named executive officers ("NEO") compensation for fiscal year 2021.

A submitted proxy may indicate that all or a portion of the shares represented by the proxy are not being voted by the shareholder with respect to a particular matter. This could occur, for example, when a broker is not permitted to vote common stock held in street name on certain matters in the absence of instructions from the beneficial owner of the common stock. These "nonvoted shares", also referred to as "broker non-votes" (i.e., shares subject to a proxy which are not being voted by a broker or other nominee with respect to a particular matter), will be considered shares not present and entitled to vote on such matter, although these shares may be considered present and entitled to vote for other purposes and will count for purposes of determining the presence of a quorum.

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TESSCO Technologies Incorporated published this content on 15 June 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 June 2021 12:39:05 UTC.