01—Abstract
Summary
Summary of the 8-K filed May 22, 2026. Cited figures are marked; the original filing is the authoritative source.
Waters Corporation held its annual meeting of stockholders on May 21, 2026, according to this Current Report on Form 8-K filed May 22, 2026, under Item 5.07 (Submission of Matters to a Vote of Security Holders).
Approximately 90,729,508 shares were present or represented by proxy, representing approximately 92.4%a of all shares entitled to vote. The filing reports no financial results, guidance, or strategic announcements. Stockholders re-elected all eleven nominated directors to the Board: Flemming Ornskov, Linda Baddour, Udit Batra, Dan Brennan, Richard Fearon, Claire M.
Fraser, Pearl S. Huang, Wei Jiang, Heather Knight, Christopher A. Kuebler, and Mark Vergnano.
Among the nominees, Flemming Ornskov received the most votes against (3,955,483) and Christopher A. Kuebler received the second most (3,610,545), while both still carried a clear majority of votes for.
Stockholders also ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 84,825,213 votes for, 4,979,244 against, and 925,052 abstentions. In a non-binding advisory vote, stockholders approved the compensation paid to the named executive officers, with 76,557,521 votes for, 10,653,534 against, and 129,775 abstentions, plus 3,388,679 broker non-votes.
02—Key points
Key Highlights
- Annual meeting held May 21, 2026, with approximately 90,729,508 shares present or represented by proxy, or approximately 92.4% of shares entitled to vote.
- All 11 director nominees were re-elected under the Company's Amended and Restated Bylaws.
- Flemming Ornskov received 83,104,653 votes for and 3,955,483 against, the highest against count among nominees.
- PricewaterhouseCoopers LLP was ratified as independent registered public accounting firm for fiscal year 2026, with 84,825,213 votes for and 4,979,244 against.
- The non-binding say-on-pay proposal was approved, with 76,557,521 votes for and 10,653,534 against.
- The say-on-pay vote drew the largest number of votes against of the three proposals, though it still passed.
- The filing contains no financial results, guidance, or other business announcements.
03—Questions
Frequently Asked Questions
Did stockholders approve all of the proposals at the 2026 annual meeting?
Yes. All eleven director nominees were re-elected, PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for fiscal year 2026, and the non-binding advisory resolution on named executive officer compensation was adopted.
Who were the directors re-elected at the meeting?
The re-elected nominees were Flemming Ornskov, M.D., M.P.H., Linda Baddour, Udit Batra, Ph.D., Dan Brennan, Richard Fearon, Claire M. Fraser, Ph.D., Pearl S. Huang, Ph.D., Wei Jiang, Heather Knight, Christopher A. Kuebler, and Mark Vergnano.
How much opposition was there to the say-on-pay proposal?
The advisory compensation resolution received 10,653,534 votes against and 129,775 abstentions, with 76,557,521 votes for and 3,388,679 broker non-votes. The filing states that the proposal was adopted.
Which auditor did stockholders ratify for 2026?
Stockholders ratified PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.
04—Continue