Balchem (BCPC) investors reelect directors, approve auditor and executive pay

Rhea-AI Filing Summary

Balchem Corporation reported the results of its Annual Meeting of Shareholders held on June 18, 2026. Shareholders elected Class 3 directors David Fischer and Daniel Knutson to serve until the 2029 annual meeting, with each receiving over 26 million votes in favor.

Shareholders also ratified the appointment of RSM US LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. In addition, they gave advisory approval to the compensation of the company’s named executive officers through a say‑on‑pay vote.

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

Votes for David Fischer: 25,318,402 votes Votes for Daniel Knutson: 26,755,996 votes Auditor ratification support: 28,671,701 votes for +2 more

5 metrics

Votes for David Fischer 25,318,402 votes Election as Class 3 director

Votes for Daniel Knutson 26,755,996 votes Election as Class 3 director

Auditor ratification support 28,671,701 votes for RSM US LLP for FY ending Dec. 31, 2026

Say-on-pay support 26,636,456 votes for Advisory approval of executive compensation

Broker non-votes on proposals 1 & 3 1,934,748 votes Director elections and say-on-pay

Key Terms

Annual Meeting of Shareholders, Class 3 director, broker non-votes, independent registered public accounting firm, +2 more

6 terms

Annual Meeting of Shareholders financial

"Balchem Corporation held its Annual Meeting of Shareholders on June 18, 2026."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

Class 3 director financial

"The election of two Class 3 director nominees to the Board of Directors"

broker non-votes financial

"Votes For | Votes Against | Abstained | Broker Non-Votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

independent registered public accounting firm financial

"RSM US LLP 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.

advisory approval financial

"Advisory approval of the compensation of the Company’s named executive officers"

named executive officers financial

"the compensation of the Company’s named executive officers"

Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.

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Understanding 8-K Material Events →

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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):  June 18, 2026

Balchem Corporation

(Exact name of registrant as specified in its charter)

Maryland	1-13648	13-2578432
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5 Paragon Drive, Montvale, NJ 07645

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (845) 326-5600

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(s)		Name of each exchange on which registered
	Common Stock, par value $.06-2/3 per share		BCPC		The Nasdaq Stock Market LLC

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

Balchem Corporation (the “Company”) held its Annual Meeting of Shareholders on June 18, 2026. The results of the matters voted on by shareholders at the Annual Meeting are set forth below:

1.          The election of two Class 3 director nominees to the Board of Directors to serve until the Annual Meeting of Shareholders in 2029 and until their successors are duly elected and qualified:

	Director Nominee		Votes For		Votes Against		Abstained		Broker Non-Votes
	David Fischer		25,318,402		1,877,390		22,720		1,934,748
	Daniel Knutson		26,755,996		439,880		22,636		1,934,748

2.          The ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026:

	Votes For		Votes Against		Abstained
	28,671,701		457,235		24,324

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

	Votes For		Votes Against		Abstained		Broker Non-Votes
	26,636,456		554,019		38,037		1,934,748

SIGNATURE

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.

BALCHEM CORPORATION

By:/s/ Travis Larsen

Travis Larsen

Assistant Secretary

Dated: June 22, 2026

FAQ

What did Balchem (BCPC) shareholders decide at the June 18, 2026 annual meeting?

Balchem shareholders elected two Class 3 directors, ratified RSM US LLP as auditor for 2026, and approved on an advisory basis the compensation of named executive officers. All management proposals received strong majority support based on the reported vote totals.

Which directors were elected to Balchem (BCPC)’s board in 2026 and for how long?

Shareholders elected David Fischer and Daniel Knutson as Class 3 directors. They will serve until the 2029 Annual Meeting of Shareholders and until their successors are duly elected and qualified, reflecting shareholder support for the current board composition.

How did Balchem (BCPC) shareholders vote on the 2026 auditor ratification?

Shareholders ratified RSM US LLP as Balchem’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The proposal received 28,671,701 votes for, 457,235 against, and 24,324 abstentions, indicating broad backing for the company’s choice of auditor.

What were the results of Balchem (BCPC)’s 2026 say-on-pay vote?

Balchem shareholders gave advisory approval to executive compensation, with 26,636,456 votes for, 554,019 against, and 38,037 abstentions, plus 1,934,748 broker non-votes. This advisory vote indicates substantial shareholder support for the company’s named executive officer pay program.

Were there broker non-votes in Balchem (BCPC)’s 2026 shareholder meeting results?

Yes. For the director elections and the advisory vote on executive compensation, there were 1,934,748 broker non-votes reported. Broker non-votes typically occur when beneficial owners do not provide voting instructions on certain non-routine proposals presented at the meeting.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 21.5 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 15.7 KB