Allegion (NYSE: ALLE) investors approve directors, PwC and share issuance powers

Rhea-AI Filing Summary

Allegion plc reported results of its 2026 annual general meeting held in Dublin. Shareholders elected all eight director nominees, each receiving about 72.1 million to 73.6 million votes in favor, with several directors drawing over 73.5 million votes and modest opposition.

Investors approved, on an advisory and non-binding basis, compensation for named executive officers with 66,946,375 votes for and 6,827,766 against, and supported holding this advisory vote every year. Shareholders also ratified PricewaterhouseCoopers as independent registered public accounting firm for the year ending December 31, 2026, with 76,089,999 votes for.

In addition, 77,759,275 votes supported renewing the Board’s authority to issue shares under Irish law, and 72,708,856 votes supported renewing authority to issue shares for cash without first offering shares to existing shareholders as a Special Resolution under Irish law.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Highest director "For" votes: 73,622,137 votes Say-on-pay approval: 66,946,375 votes for Annual say-on-pay support: 71,946,704 votes +3 more

6 metrics

Highest director "For" votes 73,622,137 votes Votes for nominee John H. Stone

Say-on-pay approval 66,946,375 votes for Advisory compensation vote for named executive officers

Annual say-on-pay support 71,946,704 votes Votes favoring yearly frequency of executive pay vote

Auditor ratification votes 76,089,999 votes for Ratification of PricewaterhouseCoopers for fiscal year ending Dec. 31, 2026

Authority to issue shares 77,759,275 votes for Renewal of Board’s authority to issue shares under Irish law

Authority to issue shares for cash 72,708,856 votes for Special Resolution to issue shares for cash without pre-emption

Key Terms

advisory and non-binding, broker non-vote, independent registered public accounting firm, Special Resolution under Irish law, +1 more

5 terms

advisory and non-binding regulatory

"approved, on an advisory and non-binding basis, the compensation of the Company’s named executive officers"

broker non-vote regulatory

"72,909,255 | 900,221 | 52,916 | 4,474,715 (broker non-vote)"

independent registered public accounting firm financial

"appointment of PricewaterhouseCoopers to serve as the Company’s independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

Special Resolution under Irish law regulatory

"authority to issue shares for cash without first offering shares to existing shareholders (a Special Resolution under Irish Law)"

annual general meeting of shareholders regulatory

"held its 2026 annual general meeting of shareholders (the “AGM”) in Dublin, Ireland"

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Understanding 8-K Material Events →

Allegion plc0001579241false00015792412026-06-042026-06-040001579241us-gaap:CommonStockMember2026-06-042026-06-040001579241alle:ThreePointFivePercentSeniorNotesDue2029Member2026-06-042026-06-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________________________________

FORM 8-K

____________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The

Securities Exchange Act of 1934

Date of Report – June 4, 2026

(Date of earliest event reported)

____________________________________________

ALLEGION PUBLIC LIMITED COMPANY

(Exact name of registrant as specified in its charter)

____________________________________________

Ireland			001-35971			98-1108930
(State or other jurisdiction of incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

Unit No. 233
The Capel Building
Mary's Abbey
Dublin 7
Ireland			D07 X324
(Address of Principal Executive Offices)			(Zip Code)

(353)(1) 6833399

(Registrant’s phone number, including area code)

N/A

(Former name or former address, if changed since last report)

____________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the

registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading symbol			Name of exchange on which registered
Ordinary shares, par value $0.01 per share			ALLE			New York Stock Exchange
3.500% Senior Notes due 2029			ALLE 3 ½			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 4, 2026, Allegion plc (the “Company”) held its 2026 annual general meeting of shareholders (the “AGM”) in Dublin, Ireland. At the AGM, the shareholders of the Company:

(1)			elected all eight of the Company’s nominees for director;
(2)			approved, on an advisory and non-binding basis, the compensation of the Company’s named executive officers;
(3)			approved, on an advisory and non-binding basis, to hold an advisory vote on the compensation of the Company’s named executive officers every year;
(4)			approved the appointment of PricewaterhouseCoopers to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 and authorized the Audit and Finance Committee of the Board of Directors to set the independent registered public accounting firm's remuneration;
(5)			renewed the Board’s authority to issue shares under Irish law; and
(6)			renewed the Board’s authority to issue shares for cash without first offering shares to existing shareholders (a Special Resolution under Irish Law).

Shares were voted on these proposals as follows:

Proposals 1(a)-(h). Election of eight (8) director nominees for one-year terms beginning at the AGM and expiring at the Company’s 2027 Annual General Meeting of Shareholders and until their respective successors are duly elected and qualified:

			Nominees						For						Against						Abstain						Broker Non-Vote
(a)			Susan L. Main						72,909,255						900,221						52,916						4,474,715
(b)			Steven C. Mizell						72,087,212						1,722,090						53,090						4,474,715
(c)			Nicole Parent Haughey						73,504,494						305,152						52,746						4,474,715
(d)			Lauren B. Peters						72,156,784						1,652,412						53,196						4,474,715
(e)			Ellen Rubin						73,556,608						251,621						54,163						4,474,715
(f)			Gregg C. Sengstack						73,324,203						483,490						54,699						4,474,715
(g)			John H. Stone						73,622,137						186,164						54,091						4,474,715
(h)			Dev Vardhan						73,551,589						254,326						56,477						4,474,715

Proposal 2. Advisory approval of the compensation of the Company’s named executive officers:

For						Against						Abstain						Broker Non-Votes
66,946,375						6,827,766						88,251						4,474,715

Proposal 3. Advisory vote on whether an advisory shareholder vote to approve the compensation of the Company’s named executive officers should occur every one, two or three years:

One						Two						Three						Abstain						Broker Non-Votes
71,946,704						110,533						1,740,574						64,581						4,474,715

In light of the shareholder vote on Proposal 3, the Company will hold an advisory vote on the compensation of the Company’s named executive officers every year.

Proposal 4. Ratification of the appointment of PricewaterhouseCoopers as the Company’s independent registered public accounting firm and authorization of the Audit and Finance Committee of the Board to set the independent registered public accounting firm’s remuneration for the fiscal year ending December 31, 2026:

For						Against						Abstain						Broker Non-Votes
76,089,999						2,218,193						28,915						—

Proposal 5. Approval of renewal of the Board’s authority to issue shares under Irish law.

For						Against						Abstain						Broker Non-Votes
77,759,275						535,900						41,932						—

Proposal 6. Approval of renewal of the Board’s authority to issue shares for cash without first offering shares to existing shareholders (Special Resolution under Irish law):

For						Against						Abstain						Broker Non-Votes
72,708,856						5,576,456						51,795						—

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						ALLEGION PLC (Registrant)
Date:			June 9, 2026			/s/ Tandra M. Foster
						Tandra M. Foster Deputy General Counsel and Secretary

FAQ

What did Allegion (ALLE) shareholders decide at the 2026 annual meeting?

Shareholders elected all eight director nominees, approved executive compensation on an advisory basis, and chose to hold the say-on-pay vote annually. They also ratified PricewaterhouseCoopers as auditor for 2026 and renewed the Board’s authority to issue shares, including for cash without pre-emptive rights.

How did Allegion (ALLE) shareholders vote on director elections in 2026?

All eight directors were elected for one-year terms, each receiving around 72.1 million to 73.6 million votes in favor. Opposition and abstentions were relatively small, and there were 4,474,715 broker non-votes recorded for each director nominee on the election proposals.

How did Allegion (ALLE) shareholders vote on executive compensation?

Executive compensation received 66,946,375 votes in favor, 6,827,766 against, and 88,251 abstentions, with 4,474,715 broker non-votes. This advisory, non-binding approval indicates broad support among voting shareholders for the company’s named executive officer pay program at the 2026 annual meeting.

How often will Allegion (ALLE) hold future say-on-pay votes?

Shareholders supported holding the advisory vote on executive compensation every year, with 71,946,704 votes for an annual frequency. Votes for two and three years were 110,533 and 1,740,574 respectively, with 64,581 abstentions and 4,474,715 broker non-votes on this frequency proposal.

Which auditor did Allegion (ALLE) shareholders ratify for fiscal 2026?

Shareholders ratified PricewaterhouseCoopers as Allegion’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The vote recorded 76,089,999 shares for, 2,218,193 against, and 28,915 abstentions, with no broker non-votes reported on this ratification proposal.

What share issuance authorities did Allegion (ALLE) shareholders renew?

Shareholders renewed the Board’s authority to issue shares under Irish law with 77,759,275 votes for. They also renewed authority to issue shares for cash without first offering them to existing shareholders, a Special Resolution, with 72,708,856 votes for and 5,576,456 against, plus 51,795 abstentions.

Filing Exhibits & Attachments

4 documents

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