Atkore (NYSE: ATKR) investors approve board slate, pay plan and auditor

Rhea-AI Filing Summary

Atkore Inc. reported voting results from its Annual Meeting of Stockholders. Shareholders elected all ten nominated directors to serve until the 2027 annual meeting, with each receiving substantially more votes for than against.

Investors also approved the advisory vote on executive compensation, with 27,868,731 votes for, 607,934 against, and 75,954 abstentions. In addition, stockholders ratified Deloitte & Touche LLP as Atkore’s independent registered public accounting firm for the fiscal year ending September 30, 2026, receiving 30,020,411 votes for, 667,375 against, and 23,788 abstentions.

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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 (Date of earliest event reported): February 2, 2026 (January 29, 2026)

Atkore Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-37793

90-0631463

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

16100 South Lathrop Avenue, Harvey, Illinois 60426

(Address of principal executive offices) (Zip Code)

(708) 339-1610

(Registrant's telephone number, including area code)

N/A
(Former name )

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 each exchange on which registered
Common Stock, $.01 par value per share			ATKR			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 January 29, 2026, Atkore Inc. (the "Company") held its Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, three proposals were submitted to the Company's Stockholders, each of which is described in more detail in the Company's definitive proxy statement filed with the U.S. Securities and Exchange Commission on December 12, 2025. As of the record date, 33,750,462 shares of common stock were issued and entitled to vote at the Annual Meeting.

The final voting results were as follows:

Proposal 1: The Company's stockholders elected the following directors to serve for a term expiring at the 2027 Annual Meeting and until a successor has been elected and qualified, or until his or her earlier death, resignation or removal.

Director			Votes For			Votes Against			Votes Abstained			Broker Non-Votes
Franklin S. Edmonds, Jr.			28,249,673			269,554			33,392			2,158,955
B. Joanne Edwards			28,225,256			306,098			21,265			2,158,955
Jeri L. Isbell			27,545,354			993,714			13,551			2,158,955
Wilbert W. James, Jr.			28,223,540			308,586			20,493			2,158,955
Justin A. Kershaw			28,153,242			386,801			12,576			2,158,955
Scott H. Muse			27,678,963			861,103			12,553			2,158,955
Michael V. Schrock			28,389,441			150,018			13,160			2,158,955
William E. Waltz, Jr.			28,269,674			277,321			5,624			2,158,955
Betty R. Wynn			28,227,394			304,110			21,115			2,158,955
A. Mark Zeffiro			28,074,011			462,603			16,005			2,158,955

Proposal 2: The Company's stockholders approved the advisory vote approving executive compensation.

Votes For			Votes Against			Votes Abstained			Broker Non-Votes
27,868,731			607,934			75,954			2,158,955

Proposal 3: The Company's stockholders ratified the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2026.

Votes For			Votes Against			Votes Abstained			Broker Non-Votes
30,020,411			667,375			23,788			N/A

Item 9.01. Financial Statements and Exhibits.*

Exhibit No.						Description of Exhibit
104						Inline XBRL for the cover page of this Current Report on Form 8-K
*						In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including attachments hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 ("Exchange Act"), as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

SIGNATURES

Pursuant to the requirements 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.

ATKORE INC.

By: /s/ Daniel S. Kelly        

Daniel S. Kelly
Vice President, General Counsel and Secretary

Date: February 2, 2026

FAQ

What did Atkore (ATKR) shareholders vote on at the latest annual meeting?

Atkore shareholders voted on three key items: electing ten directors to the board, approving an advisory vote on executive compensation, and ratifying Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2026.

Were Atkore (ATKR) director nominees elected by shareholders?

Yes, all ten Atkore director nominees were elected. Each candidate received significantly more votes in favor than against, allowing them to serve terms expiring at the 2027 annual meeting, or until a successor is elected and qualified or earlier departure events occur.

How did Atkore (ATKR) shareholders vote on executive compensation?

Atkore shareholders approved the advisory vote on executive compensation. The proposal received 27,868,731 votes for, 607,934 votes against, and 75,954 abstentions, with an additional 2,158,955 broker non-votes recorded, indicating broad support for the company’s current pay practices.

Which audit firm did Atkore (ATKR) shareholders ratify for the upcoming fiscal year?

Shareholders ratified Deloitte & Touche LLP as Atkore’s independent registered public accounting firm for the fiscal year ending September 30, 2026. The ratification received 30,020,411 votes for, 667,375 against, and 23,788 abstentions, confirming continued support for Deloitte as auditor.

How many Atkore (ATKR) shares were entitled to vote at the annual meeting?

As of the record date for the annual meeting, 33,750,462 shares of Atkore common stock were issued and entitled to vote. These shares formed the eligible base for electing directors, the advisory say-on-pay vote, and the ratification of the company’s independent auditor.

Did Atkore (ATKR) shareholders approve the company’s auditor selection?

Yes, Atkore shareholders ratified Deloitte & Touche LLP as the independent registered public accounting firm. The proposal passed with 30,020,411 votes in favor versus 667,375 against and 23,788 abstentions, indicating strong shareholder support for the existing audit relationship.