LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS
The undersigned does hereby
nominate, constitute and appoint Kevin T. Boyle, Susan Deagle or Tracy Hanavan,
or any of them, his or
her true and lawful attorney and agent to do any and all acts and things
and execute and file any and all instruments which said attorneys and agents, or
any of them, may deem necessary or advisable to enable the undersigned (in his
or her individual
capacity or in any other capacity) to comply with the Securities Exchange
Act of 1934 (the “34 Act”) and the Securities Act of 1933 (the
“33 Act”) and any requirements of the Securities and Exchange
Commission (the “SEC”) in respect thereof, in
connection with the preparation, execution and/or filing of (i) any report
or statement of beneficial ownership or changes in beneficial ownership of
securities of Vectrus, Inc., an Indiana corporation (which expects to change its
name to “V2X,
Inc.”) (the “Company”), that the undersigned (in his or
her individual capacity or in any other capacity) may be required to file
pursuant to Section 16(a) of the 34 Act, including any report or statement on
Form 3, Form 4 or Form 5, or to any
amendment thereto, (ii) any report or notice required under Rule 144 of
the 33 Act, including Form 144, or any amendment thereto, and (iii) any and all
other documents or instruments that may be necessary or desirable in connection
with or in
furtherance of any of the foregoing, including Form ID, or any amendments
thereto, and any other documents necessary or appropriate to obtain codes and
passwords enabling the undersigned to make electronic filings with the SEC of
reports required
pursuant to Section 16(a) of the 34 Act or any rule or regulation of the
SEC, such power and authority to extend to any form or forms adopted by the SEC
in lieu of or in addition to any of the foregoing and to include full power and
authority to sign
the undersigned’s name in his or her individual capacity or
otherwise, hereby ratifying and confirming all that said attorneys and agents,
or any of them, shall do or cause to be done by virtue thereof.
This authorization shall
supersede all prior authorizations to act for the undersigned with respect to
securities of the Company in
such matters, which prior authorizations are hereby revoked, and shall
remain in effect until revoked by the undersigned in a signed writing delivered
to the foregoing attorneys in fact.
IN WITNESS WHEREOF, I have
hereunto set my hand this 29th day of June, 2022.
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/s/ Michael James Smith |
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Name:
Michael James Smith
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